REGISTERED NUMBER: 02627984 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

DUNSTERS FARM (HOLDINGS) LTD

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Other Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

19

DIRECTORS:

Ms H E Barlow

T J Mathew

J J Mathew

REGISTERED OFFICE:

Waterfold Business Park

Bury

Lancashire

BL9 7BR

REGISTERED NUMBER:

02627984 (England and Wales)

AUDITORS:

D.R.E. & Co. (Audit) Limited

7 Lower Brook Street

Oswestry

Shropshire

SY11 2HG

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

REVIEW OF BUSINESS

The Group's main trading company, Dunsters Farm Limited, is a leading independent, family-owned Foodservice Wholesaler, who specialise in providing a wide range of products to a range of customers within the leisure, hospitality, education and care sectors.

The Group continued to show resilience and grow despite a number of challenges in the macroeconomic environment.

We are proud of the heritage and the family values of the business but do not dwell on the past. We are a forward-thinking team who are committed to doing business the right way by providing excellent service to our customers, looking after our team and supporting the communities in which we serve.

2024 was a year of strong growth for the group, with turnover increasing by 10% and gross margin improving to 28%. The group successfully integrated the business and assets of The Little Food Company Limited, which were transferred across on 31 May 2024. This strengthened both the customer base and product range. The group has also continued to invest in its people, fleet and systems to support long-term growth.

FINANCIAL REVIEW AND KEY FINANCIAL PERFORMANCE INDICATORS

The Group considers the key financial performance indicators to be turnover and profit before tax.

The results for the year are set out in the attached financial statements. The group achieved turnover of £32.15m (2023: £29.27m) and profit after taxation of £0.60m (2023: £0.6m).

Revenue has increased by £2.88million across the group arising from a robust growth plan. Non-financial KPIs include our service level to customers, our suppliers' service level to us, team absence rates and retention rates, community impact and reportable accidents. In addition to these key metrics, we also actively measure and monitor our sustainability and drive improvement actions to ensure we continue to reduce the impact we have as a business on the local and national environment.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties facing the Group are continued inflation, product availability, customer demand, our ability to win and retain business, and fluctuations in the labour market.

As part of the management of the Group the directors have established controls in place to respond to and to mitigate the impact of such risks which are all capable of impacting the Group's profitability.

The UK labour market is a key risk to the Group as we deem it important that we recruit and retain the best people to deliver market-leading customer service. Wage inflation is an ongoing risk and our People team constantly review and enhance our benefits package, recruitment and onboarding processes in order to mitigate this.

Customer-demand in the leisure, destination and casual dining sectors is a function of consumer confidence and in the context of the wider macro-economic picture this is a risk. We mitigate this risk somewhat by being very strong in public-sector catering.

Our ability to win and retain business is key in a competitive marketplace and allows us to continue our growth. The loss of key customers and / or an increase in bad debts is naturally a risk to the Group. We mitigate this risk by monitoring how balanced our customer base, targeting business with a lower risk profile and through continuously monitoring and improving our credit control processes.

The Directors consider that effective risk management is critical to enabling the delivery of the long-term strategy of the Group. Profit and cash forecasts are reviewed on a regular basis by the Directors, as is the monitoring of actual performance against those forecasts. Regular profit and cash forecasting is used to aid the Board for when making decisions for the short, medium, and long term.

ON BEHALF OF THE BOARD:

J J Mathew - Director

26 September 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

DIVIDENDS

The directors recommend that no final dividend shall be voted.

The total distribution of dividends for the year ended 31st December 2024 will be £30,000 at £131.0526 per share.

FUTURE DEVELOPMENTS

The board remains focused on delivering sustainable growth. Priorities include:

- Leveraging the recent acquisition of Ralph Livesey Limited in early 2025 to consolidate our position as the leading independent foodservice provider in the North West.

- Expanding further into the hospitality and leisure sectors to balance the seasonality of the education market.

- Continued investment in people, training and benefits to attract and retain talent.

- Ongoing commitment to technology and sustainability to improve customer service and reduce environmental impact.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

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

Ms H E Barlow

T J Mathew

J J Mathew

DISCLOSURE IN THE STRATEGIC REPORT

The group has chosen, in accordance with s414C(11) of the Companies Act, to set out in the group's strategic report information regarding the review of business and a description of the principal risks and uncertainties facing the group.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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 group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, D.R.E. & Co. (Audit) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

J J Mathew - Director

26 September 2025

Opinion

We have audited the financial statements of Dunsters Farm (Holdings) Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 December 2024 and of the group's 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 group's and the parent 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.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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 four, 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

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 Auditors 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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other

management, and from our commercial knowledge and experience of the client's operating sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, employment, environmental and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of

management; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to

instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to their knowledge of actual, suspected and alleged fraud; and

- reviewing the client's system notes and internal controls.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias;

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims;

- reviewing correspondence with HMRC.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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 Auditors.

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 Auditors 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.

Aled Davies FCCA (Senior Statutory Auditor)

for and on behalf of D.R.E. & Co. (Audit) Limited

7 Lower Brook Street

Oswestry

Shropshire

SY11 2HG

26 September 2025

TURNOVER

4

32,147,538

29,268,375

Cost of sales

(23,000,636

)

(21,856,281

)

GROSS PROFIT

9,146,902

7,412,094

Distribution costs

(1,187,202

)

(668,719

)

Administrative expenses

(7,004,985

)

(5,867,541

)

954,715

875,834

Other operating income

1,212

6,999

OPERATING PROFIT

6

955,927

882,833

Interest receivable and similar income

14,621

4,629

970,548

887,462

Interest payable and similar expenses

7

(20,228

)

(31,657

)

PROFIT BEFORE TAXATION

950,320

855,805

Tax on profit

8

(274,190

)

(237,113

)

PROFIT FOR THE FINANCIAL YEAR

676,130

618,692

Profit attributable to:

Owners of the parent

676,130

618,692

PROFIT FOR THE YEAR

676,130

618,692

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

676,130

618,692

Total comprehensive income attributable to:

Owners of the parent

676,130

618,692

FIXED ASSETS

Intangible assets

11

482,613

692,857

Tangible assets

12

949,418

1,125,818

Investments

13

-

-

1,432,031

1,818,675

CURRENT ASSETS

Stocks

14

1,604,468

1,743,431

Debtors

15

3,470,610

3,961,322

Investments

16

-

2

Cash at bank and in hand

1,529,416

1,138,587

6,604,494

6,843,342

CREDITORS

Amounts falling due within one year

17

4,271,287

5,022,562

NET CURRENT ASSETS

2,333,207

1,820,780

TOTAL ASSETS LESS CURRENT LIABILITIES

3,765,238

3,639,455

CREDITORS

Amounts falling due after more than one year

18

-

(503,766

)

PROVISIONS FOR LIABILITIES

22

(252,888

)

(269,469

)

NET ASSETS

3,512,350

2,866,220

CAPITAL AND RESERVES

Called up share capital

23

500

500

Retained earnings

24

3,511,850

2,865,720

SHAREHOLDERS' FUNDS

3,512,350

2,866,220

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by:

J J Mathew - Director

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

-

-

Investments

13

502

2,196,581

502

2,196,581

CURRENT ASSETS

Debtors

15

1,487,735

9,585

Cash at bank

500

500

1,488,235

10,085

CREDITORS

Amounts falling due within one year

17

930,392

737,568

NET CURRENT ASSETS/(LIABILITIES)

557,843

(727,483

)

TOTAL ASSETS LESS CURRENT LIABILITIES

558,345

1,469,098

CREDITORS

Amounts falling due after more than one year

18

-

305,447

NET ASSETS

558,345

1,163,651

CAPITAL AND RESERVES

Called up share capital

23

500

500

Retained earnings

24

557,845

1,163,151

SHAREHOLDERS' FUNDS

558,345

1,163,651

Company's (loss)/profit for the financial year

(575,306

)

196,386

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by:

J J Mathew - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

500

2,293,028

2,293,528

Changes in equity

Dividends

-

(46,000

)

(46,000

)

Total comprehensive income

-

618,692

618,692

Balance at 31 December 2023

500

2,865,720

2,866,220

Changes in equity

Dividends

-

(30,000

)

(30,000

)

Total comprehensive income

-

676,130

676,130

Balance at 31 December 2024

500

3,511,850

3,512,350

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

500

1,012,765

1,013,265

Changes in equity

Dividends

-

(46,000

)

(46,000

)

Total comprehensive income

-

196,386

196,386

Balance at 31 December 2023

500

1,163,151

1,163,651

Changes in equity

Dividends

-

(30,000

)

(30,000

)

Total comprehensive income

-

(575,306

)

(575,306

)

Balance at 31 December 2024

500

557,845

558,345

Cash flows from operating activities

Cash generated from operations

1

801,679

1,104,758

Interest paid

(20,228

)

(31,657

)

Tax paid

(6,568

)

(278,607

)

Net cash from operating activities

774,883

794,494

Cash flows from investing activities

Purchase of intangible fixed assets

(11,479

)

(62,783

)

Purchase of tangible fixed assets

(196,714

)

(642,221

)

Sale of tangible fixed assets

75,091

63,642

Impairment of goodwill

146,373

-

Interest received

14,621

4,629

Net cash from investing activities

27,892

(636,733

)

Cash flows from financing activities

Loan repayments in year

(338,323

)

(138,730

)

Capital repayments in year

(42,823

)

(8,767

)

Amount withdrawn by directors

(800

)

(46,165

)

Government grants received

-

6,999

Equity dividends paid

(30,000

)

(46,000

)

Net cash from financing activities

(411,946

)

(232,663

)

Increase/(decrease) in cash and cash equivalents

390,829

(74,902

)

Cash and cash equivalents at beginning of year

2

1,138,587

1,213,489

Cash and cash equivalents at end of year

2

1,529,416

1,138,587

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.24

31.12.23

£

£

Profit before taxation

950,320

855,805

Depreciation charges

386,209

356,122

Profit on disposal of fixed assets

(12,743

)

(30,545

)

Government grants

-

(6,999

)

Finance costs

20,228

31,657

Finance income

(14,621

)

(4,629

)

1,329,393

1,201,411

Decrease/(increase) in stocks

138,963

(234,913

)

Decrease/(increase) in trade and other debtors

490,893

(543,888

)

(Decrease)/increase in trade and other creditors

(1,157,570

)

682,148

Cash generated from operations

801,679

1,104,758

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

1,529,416

1,138,587

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

1,138,587

1,213,489

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

1,138,587

390,829

1,529,416

1,138,587

390,829

1,529,416

Liquid resources

Current asset investments

2

(2

)

-

2

(2

)

-

Debt

Finance leases

(42,823

)

42,823

-

Debts falling due within 1 year

(140,004

)

140,004

-

Debts falling due after 1 year

(198,319

)

198,319

-

(381,146

)

381,146

-

Total

757,443

771,973

1,529,416

1.	STATUTORY INFORMATION

Dunsters Farm (Holdings) Ltd 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 General Information page.

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.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

The financial statements are presented in sterling (£), rounded to the nearest £1.

These financial statements are for the group as well as for the individual entity.

Basis of consolidation

The consolidated financial statements present the results of the parent company and those of its subsidiaries. All consolidated subsidiaries have coterminous year ends. Inter group transactions have been eliminated from the financial statements and subsidiary results have been restated, where possible to reflect comparable accounting policies. The financial statements include the companies listed below which are included withinin note 13 to the accounts:

Dunsters Farm (Holdings) Ltd (parent Company)

100% subsidiaries

Dunsters Farm Limited

The Little Food Company Limited

Significant judgements and estimates

In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision only affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill

Goodwill arising on the acquisition of subsidiaries is being amortised evenly over its estimated useful life of 10 years. It is reviewed annually by the directors for impairment.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Development costs are being amortised evenly over their estimated useful life of ten years.