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REGISTERED NUMBER: 05733637 (England and Wales)












REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 28TH FEBRUARY 2025

FOR

M & D FOUNDATIONS (MIDLANDS) LIMITED

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28TH FEBRUARY 2025




Page

Company Information 1

Report of the Directors 2

Report of the Independent Auditor 4

Statement of Comprehensive Income 8

Balance Sheet 9

Statement of Changes in Equity 10

Notes to the Financial Statements 11


M & D FOUNDATIONS (MIDLANDS) LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 28TH FEBRUARY 2025







DIRECTORS: Mr R Wylie
Mr G Townsley
Mr M Jurevicius



SECRETARY: Mr A R Wykes



REGISTERED OFFICE: M&D House
Brooklands Road
Adwick-le-Street
Doncaster
DN6 7BA



REGISTERED NUMBER: 05733637 (England and Wales)



SENIOR STATUTORY AUDITOR: Robert Watson FCA



AUDITOR: Xeinadin Audit Limited
8th Floor, Beckett House
36 Old Jewry
London
EC2R 8DD

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 28TH FEBRUARY 2025

The directors present their report with the financial statements of the company for the year ended 28th February 2025.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of specialist foundation and piling services.

DIVIDENDS
The total distribution of dividends for the year ended 28 February 2025 was £200,000.

DIRECTORS
The directors shown below have held office during the whole of the period from 1st March 2024 to the date of this report.

Mr R Wylie
Mr G Townsley
Mr M Jurevicius

Other changes in directors holding office are as follows:

Mr Z Aleksa - resigned 19th July 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 28TH FEBRUARY 2025


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditor is unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

AUDITOR
The auditors, Xeinadin Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Mr R Wylie - Director


12th August 2025

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
M & D FOUNDATIONS (MIDLANDS) LIMITED

Opinion
We have audited the financial statements of M & D Foundations (Midlands) Limited (the 'company') for the year ended 28th February 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 28th February 2025 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
M & D FOUNDATIONS (MIDLANDS) LIMITED


Other information
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditor thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
M & D FOUNDATIONS (MIDLANDS) LIMITED


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditor that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We design audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to the Companies Act 2006. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. The risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditor.

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
M & D FOUNDATIONS (MIDLANDS) LIMITED


Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditor and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Robert Watson FCA (Senior Statutory Auditor)
for and on behalf of Xeinadin Audit Limited
8th Floor, Beckett House
36 Old Jewry
London
EC2R 8DD

12th August 2025

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 28TH FEBRUARY 2025

2025 2024
Notes £    £   

TURNOVER 4 9,843,679 7,642,388

Cost of sales 9,868,144 7,664,952
GROSS LOSS (24,465 ) (22,564 )

Administrative expenses 147,635 209,328
(172,100 ) (231,892 )

Other operating income 442,000 856,000
OPERATING PROFIT 6 269,900 624,108

Interest receivable and similar income - 161
PROFIT BEFORE TAXATION 269,900 624,269

Tax on profit 7 68,420 152,862
PROFIT FOR THE FINANCIAL YEAR 201,480 471,407

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

201,480

471,407

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

BALANCE SHEET
28TH FEBRUARY 2025

2025 2024
Notes £    £   
CURRENT ASSETS
Debtors 9 1,721,679 817,241
Cash at bank 39,168 15,286
1,760,847 832,527
CREDITORS
Amounts falling due within one year 10 1,744,157 817,317
NET CURRENT ASSETS 16,690 15,210
TOTAL ASSETS LESS CURRENT LIABILITIES 16,690 15,210

CAPITAL AND RESERVES
Called up share capital 11 8 8
Retained earnings 12 16,682 15,202
SHAREHOLDERS' FUNDS 16,690 15,210

The financial statements were approved by the Board of Directors and authorised for issue on 12th August 2025 and were signed on its behalf by:




Mr R Wylie - Director



Mr G Townsley - Director


M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 28TH FEBRUARY 2025

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1st March 2023 8 7,795 7,803

Changes in equity
Dividends - (464,000 ) (464,000 )
Total comprehensive income - 471,407 471,407
Balance at 29th February 2024 8 15,202 15,210

Changes in equity
Dividends - (200,000 ) (200,000 )
Total comprehensive income - 201,480 201,480
Balance at 28th February 2025 8 16,682 16,690

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28TH FEBRUARY 2025

1. STATUTORY INFORMATION

M & D Foundations (Midlands) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The financial statements are prepared in sterling which is the functional currency of the entity and rounded to the nearest pound

2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The significant accounting policies applied in the preparation of these financial statements have been set out below.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows;
the requirement of paragraph 3.17(d).

Significant judgements and estimates
No judgements have been made in the process of applying the below accounting policies that have had the most significant effect on amounts recognised in the financial statements.

There are no key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing material adjustment to the carrying amounts of assets and liabilities within the next financial

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 28TH FEBRUARY 2025

3. ACCOUNTING POLICIES - continued

Turnover
Turnover is measured at the fair value of the consideration received or receivable net of VAT and trade discounts. The policies adopted for the recognition of turnover are as follows:

When the outcome of a construction contract can be estimated reliably, contract costs and turnover are recognised by reference to the stage of completion at the balance sheet date. Stage of completion is measured by reference to the value of the work performed.

Where the outcome cannot be measured reliably, contract costs are recognised as an expense in the period in which they are incurred and contract turnover is recognised to the extent of costs incurred that it is probable will be recoverable.

When it is probable that contract costs will exceed the total contract turnover, the expected loss is recognised as an expense immediately, with a corresponding provision.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Debtors and creditors receivable / payable within one year
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

Financial instruments
Financial instruments are classified and accounted for, according to the substance of the contractual, as arrangement either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

4. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

5. EMPLOYEES AND DIRECTORS
2025 2024
£    £   
Wages and salaries 113,489 159,340
Social security costs 13,900 18,817
Other pension costs 2,875 3,361
130,264 181,518

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 28TH FEBRUARY 2025

5. EMPLOYEES AND DIRECTORS - continued

The average number of employees during the year was as follows:
2025 2024

Management of operations 4 4

2025 2024
£    £   
Directors' remuneration 68,853 103,364
Directors' pension contributions to money purchase schemes 1,691 2,046

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 1 1

6. OPERATING PROFIT

The operating profit is stated after charging:

2025 2024
£    £   
Auditors' remuneration 4,704 4,500

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2025 2024
£    £   
Current tax:
UK corporation tax 67,475 152,886
Under provision of corporation
tax 945 (24 )

Tax on profit 68,420 152,862

UK corporation tax has been charged at 25% (2024 - 25%).

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 28TH FEBRUARY 2025

8. DIVIDENDS
2025 2024
£    £   
A Ordinary shares of £1 each
Interim 175,000 348,000
B Ordinary share of £1
Interim 25,000 89,000
C Ordinary share of £1
Interim - 27,000
200,000 464,000

9. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Trade debtors 1,719,709 816,300
Other debtors 1,970 940
Directors' current accounts - 1
1,721,679 817,241

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Trade creditors 106 (139 )
Amounts owed to group undertakings 1,661,405 602,965
Corporation tax 67,475 152,886
Social security and other taxes 2,103 4,768
VAT 7,523 8,995
Other creditors 1,647 3,647
Directors' current accounts 1 -
Accruals and deferred income 3,897 44,195
1,744,157 817,317

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 28TH FEBRUARY 2025

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid: Nominal 28.2.24 28.2.23
Number: Class: Value: £    £
6 Ordinary A £1 6 6
1 Ordinary B £1 1 1
1 Ordinary C £1 1 1
8 8

12. RESERVES
Retained
earnings
£   

At 1st March 2024 15,202
Profit for the year 201,480
Dividends (200,000 )
At 28th February 2025 16,682

13. ULTIMATE PARENT COMPANY

The directors consider that the ultimate parent company is DSS Group Limited. The largest group of undertakings for which group financial statements have been drawn up is that headed by DSS Group Limited, and the smallest such group of undertakings, including the company, is headed by Bessacarr Properties Limited.

Copies of the consolidated financial statements of DSS Group Limited are available from the company secretary at the registered office; M & D House, Brooklands Road, Adwick-Le-Street, Doncaster, South Yorkshire, DN6 7BA.

M & D FOUNDATIONS (MIDLANDS) LIMITED (REGISTERED NUMBER: 05733637)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 28TH FEBRUARY 2025

14. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the years ended 28th February 2025 and 29th February 2024:

2025 2024
£    £   
Mr M Jurevicius
Balance outstanding at start of year 1 2,988
Amounts advanced 25,000 -
Amounts repaid (25,000 ) (2,987 )
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 1 1

Interest is accruing using official interest rates on appropriate balances. Advances are unsecured and there are no fixed terms for repayment.

15. RELATED PARTY DISCLOSURES

Amounts due to (from) related parties are provided on an unsecured, interest free basis and there are no fixed terms for repayment

Entities with control, joint control or significant influence over the entity
2025 2024
£    £   
Dividends paid 200,000 348,000
Amount due to related party 571,900 571,900

Fellow group undertakings
2025 2024
£    £   
Purchases 9,885,553 7,664,953
Management Charges 442,000 856,000
Amount due to related party - 31,065