The directors present the strategic report for the year ended 31 March 2025.
Duco is the leading provider of AI-powered data automation. We are a best-in-class Software-as-a-Service (SaaS) enterprise platform that helps financial services, insurance and fintech companies manage their mission-critical data. Many of the world’s largest institutions rely on Duco to ensure their data is accurate, their costs are controlled, their operations streamlined and their business remains agile.
Financial services firms spend tens of millions of dollars and tens of thousands of hours every year trying to solve data problems. Our mission is to “make managing data easy” by replacing spreadsheets and technology-heavy solutions in finance and operations departments. Our commitment to our customers is “to reduce time spent on data-related work in operations and finance departments by 90%”
We automate the processing of data throughout its lifecycle, from data ingestion, to data preparation, validation, reconciliation and publication to downstream platforms. Our cloud-native, no-code platform puts the data in the hands of the business users, reducing the dependency on technology teams.
We are the enterprise platform for data automation.
We are a 100% “cloud-native” SaaS business with high-quality earnings given the recurring nature of our revenues, being billable annually upfront, on multi-year contracts. This gives us a unique certainty of revenue and cash flow. To further support this, we sell subscription services in a standardised way, never on-premise and with a high degree of usability which means the need for professional or bespoke services is low. 94% of our revenue is recurring.
The year in brief
FY25 was a year of transition for Duco, primarily driven by a go-to-market (GTM) restructuring, effectively a reset year for us. This initiative represented a deliberate strategic decision to realign our sales organisation, refine our customer engagement model, and strengthen the foundation for scalable, sustainable growth.
The GTM reset included redefining sales territories and leadership roles, consolidating regional structures, and enhancing sales enablement processes to improve efficiency and consistency across markets. While this transformation was essential for long-term success, it temporarily impacted short-term growth momentum as teams adapted to the new operating model.
Despite this transition, we continued to see customer accounts grow, demonstrating the enduring value of our platform. Revenue and ACV both increased year-on-year, though at a slower rate than in prior periods, reflecting the planned focus on internal alignment rather than immediate expansion.
Annual turnover amounted to £33.7m (2024: £30.1m), with an operating loss for the year of £2m (2024: £1.5m) and loss after tax of £1.8m (2024: £1.9m). Cash and cash equivalents closed at £6m (2024: £7.4m).
During the year ended 31 March 2025, we completed the migration of all customers to AWS, integrated Metamaze both organisationally and technically into the Duco platform, and rearchitected core components of the platform to achieve greater efficiency. These initiatives further enhanced scalability and performance while expanding our product offering.
The successful integration of Metamaze BV—acquired in the previous year—has expanded Duco’s capabilities across both structured and unstructured data automation. The combined platform now offers a market-leading AI-powered solution for end-to-end data processing, delivering transformative value to operations and finance teams globally.
The AWS migration was another major milestone. While incurring one-off costs of £404k, the move strengthens scalability, resilience and security. The investment in FY25 positions the company for greater efficiency and growth in future years.
Duco continued to expand its global footprint, both in terms of sales territories and operations. Duco now has 5 offices across Europe, the US and Asia Pacific. Headcount closed at 217 reflecting our commitment to supporting customers and sustaining innovation even while restructuring.
Duco is backed by Nordic Capital, a leading European private equity investor with deep expertise in Technology and Payments. To date, Nordic Capital has deployed more than EUR 7.1 billion of equity across over 27 technology businesses, reinforcing its long-standing commitment to driving sustainable growth in the software and financial services sectors.
Product and Innovation
Duco’s product innovation is driven by our AI, data science, and engineering teams, working closely with clients to translate real-world requirements into advanced automation solutions. In FY25, our focus was on scaling the platform to handle significantly higher data volumes while maintaining reliability and performance. This included major platform refactoring, optimising AI algorithms, and enhancing the underlying architecture to support more complex data workflows and end-to-end automation. These initiatives ensure that the platform is robust, highly scalable, and capable of supporting future feature expansion, enabling Duco to continue delivering transformative value to operations and finance teams globally.
The principal risks to the business arise from competition, recruitment and retention of key people, technological changes and regulatory changes.
Competition: We consider the key competitive risk to relate to new entrants, rather than current competitors being able to offer comparable services. Our mitigation strategy centers on two key areas: attracting and retaining exceptional talent to ensure we remain smarter and more capable than potential entrants (e.g. ML talent), and sustained investment in innovation and R&D to develop new products that continue to solve the increasingly complex data challenges our clients face.
Technological changes: The core risk to the company is our ability to keep pace with rapid technological and market changes. We proactively managed the risk by conducting market research and dedicated sessions with our product team and key clients to stay ahead of industry shifts.
Recruitment and Retention of Key People: We prioritise maintaining a team of knowledgeable leaders and recruiting talent in critical roles. This ensures that all departments are equipped with the experience, skills, and industry expertise necessary to execute the business strategy effectively.
Regulatory changes: Our customers operate in highly regulated industries. We continue to monitor regulations and anticipate where changes might occur, improving our technology as required to ensure readiness should any regulatory change occur.
The directors regard the key financial performance indicators for the business to be Annual Contract Value (ACV), Gross Margin, Revenue Growth, Cash EBITDA and Customer Net Promoter Score.
In FY25, these indicators reflected a business in transition due to the GTM restructuring reset. ACV and revenue both increased, though below historical growth levels, as we prioritised executing the GTM transformation and completing key technology migrations.
We achieved a 10% increase in Annual Contract Value (ACV), to £36.6 million, and an 11% increase in revenue. Maintaining a single-digit churn rate highlights our strong customer satisfaction and retention, supported by our industry-leading Customer Net Promoter Score (NPS).
While FY25’s KPIs fell short of our growth ambitions, the structural improvements made through the GTM reset have positioned Duco for renewed momentum and stronger, more predictable performance from FY26 onwards.
Future Development
The Directors expect business activity to continue growing in the coming year, supported by increased investment in product development, sales enablement, and international expansion. With all customers now successfully migrated to AWS, Duco is well-positioned to scale its operations efficiently and enhance its service offering. Demand for cloud-based data automation solutions continues to grow across both existing and new markets, driving increased platform usage and client adoption.
The Group is on a clear trajectory toward break-even and expects to achieve profitability in the near term, underpinned by recurring revenue growth and disciplined cost management. Headcount has also increased post year-end to support this expansion while maintaining high standards of delivery and customer support.
FY25 was a deliberate year of reset, defined by the successful execution of our GTM restructuring and key platform initiatives. While short-term growth was softer, this reflected our strategic focus on strengthening our commercial foundation and technology infrastructure. These steps were essential to build a scalable, efficient model capable of supporting the next stage of Duco’s growth journey.
As we move forward, the focus will shift to accelerating go-to-market execution and converting our strong client demand pipeline into sustainable revenue growth and profitability. Duco enters FY26 with renewed commercial alignment, a stronger platform, and a clear path to improved performance and profitability.
This report was approved by the Board and signed on its behalf.
The directors present their annual report and financial statements for the year ended 31 March 2025.
The results for the year are set out on page 12.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Details of financial risk management are included in the strategic report.
Refer to our strategic report.
Details of future developments are included in the strategic report.
Deloitte LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
The board's consideration of these factors is integrated into our governance and decision-making processes. Key decisions are discussed at board meetings, providing a formal forum to evaluate the long-term consequences of our actions and the impact on all stakeholders.
Going-concern
We maintain sufficient liquidity to support ongoing operations and any future contractual obligations. Our cash reserves, combined with access to revolving credit lines, ensure that we are well-positioned to manage both operational needs and growth opportunities. Additionally, our financial strategy includes prudent cash flow management and robust financial planning to ensure continued viability. Following consideration of extensive planning and scenario analysis, the directors consider that adequate funding has been raised in order for the group to continue to achieve planned growth levels without further capital requirements. The entity will have adequate resources to operate i.e., discharge its obligations for a period of at least 12 months from date of signing. Accordingly, the accounts are prepared on a going concern basis. The financial statements do not reflect any adjustments that would be required should such funding not prove adequate.
Duco Technology Limited meets the definition of a qualifying entity under FRS102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements, which are presented alongside the consolidated financial statements.
Post Balance sheet date events
There are no subsequent events that require disclosure or adjustment to the financial statements.
In our opinion the financial statements of Duco Technology Limited (the ‘parent company’) and its subsidiaries (the ‘group’):
give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 March 2025 and of the group’s loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for 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 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
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
We considered the nature of the group’s industry and its control environment, and reviewed the group’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the group’s business sector.
We obtained an understanding of the legal and regulatory frameworks that the group operates in, and identified the key laws and regulations that:
had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act, pensions legislation, and tax legislation
do not have a direct effect on the financial statements but compliance with which may be fundamental to the group’s ability to operate or to avoid a material penalty. These included the Bribery Act 2010 and GDPR regulations.
We discussed among the audit engagement team including component audit teams and relevant internal specialists such as tax, valuations, and IT specialists regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
As a result of performing the above, we identified the greatest potential for fraud in the following areas and our specific procedures performed to address them are described below;
Revenue recognition: We identified a significant risk due to fraud in revenue recognition relating to cut off of revenue recorded by management. The fraud risk arises from opportunity to inflate current period revenue due to contracts with customers spanning through two financial periods. In order to address this risk, the engagement team substantively tested a sample of revenue recorded to assess whether revenue the recorded relates to the current period by recalculating the revenue recorded in current year, tracing revenue recorded to invoices and contracts to confirm the correct period of recognition, traced the revenue amount to the bank statements.
Valuation of Goodwill - We have identified a significant risk due to fraud that goodwill recognized is incorrectly valued due to inappropriate impairment assessments. This fraud risk arises from the opportunity for manipulation of impairment assessments, specifically concerning the discount rate used. To address this risk, we have engaged a specialist to independently determine a benchmark discount rate based on comparable entities. We also assessed the reasonableness of management's other assumptions like revenue and growth rate used in the impairment calculation.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
enquiring of management legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and
reading minutes of meetings of those charged with governance
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
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 an auditor's report 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.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The accompanying notes form an integral part of the financial statements.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £1,317,024 (2024 - £2,156,837 loss).
Duco Technology Limited (“the company”) is a private limited company by shares incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The registered office is Panagram 2nd Floor, 27 Goswell Road, London, EC1M 7AN.
The group consists of Duco Technology Limited and all of its subsidiaries. The principal activities of it's subsidiaries ("the Group") and the nature of the Group's operations are set out in the strategic report on pages 1 to 5.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are summarised below. They have been applied consistently through the year and to the preceding year.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
Corrections have been made in respect of prior period errors. Details of the adjustments made are presented in note 30.
The consolidated group financial statements consist of the financial statements of the parent company Duco Technology Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
The group incurred a loss for the year of £1,799,044. We maintain sufficient liquidity to support ongoing operations and any future contractual obligations. Our cash reserves, combined with access to revolving credit lines, ensure that we are well-positioned to manage both operational needs and growth opportunities. Additionally, our financial strategy includes prudent cash flow management and robust financial planning to ensure continued viability. Following consideration of extensive planning and scenario analysis, the director considers that adequate funding has been raised in order for the group to continue to achieve planned growth levels without further capital requirements.The entity will have adequate resources to operate i.e., discharge its obligations for a period of at least 12 months from date of signing. Accordingly, the accounts are prepared on a going concern basis. The financial statements do not reflect any adjustments that would be required should such funding not prove adequate.
Turnover represents the fair value of services provided during the period to clients. Turnover is recognised as contract activity progresses and the right to consideration is earned. Fair value reflects the amount expected to be recoverable from clients and is based on services provided and expenses incurred, it excludes VAT.
Turnover from Software as a Service (SaaS) contracts, are recognized over time, starting from the date the service is made available to the customer.
Turnover from consulting, training, and implementation is recognized based on the service contract. For fixed-price contracts, revenue is recognized over time using a percentage-of-completion method based on project costs. For time and material contracts, revenue is recognized as services are performed.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Monte-Carlo model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
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 affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
In the course of preparing the financial statements, no judgements have been made in the process of applying the accounting policies.
The most significant area of estimation uncertainty relates to the proportion of internal development costs that are capitalised. The assessment requires the directors to estimate the allocation of employee time and other resources between development activities that qualify for capitalisation and those that should be expensed as incurred. These estimates are inherently subjective and are based on management’s review of project activity, timesheet data and related supporting information.
A change in the proportion of internal costs capitalised would have a material impact on the carrying value of development costs and the related amortisation charge. For example, if the rate of capitalisation of eligible staff costs were reduced by 5%, the carrying value of development costs at year end would decrease by approximately £128,650, with a corresponding increase in research and development expense in the statement of comprehensive income.
The group’s policy is to amortise development costs over four years, reflecting management’s estimate of the expected useful economic life of the related assets.
The group's share-based payment transactions are measured using the fair value method at the grant date. This involves a degree of estimation uncertainty, primarily due to the reliance on inputs that cannot be reliably measured based on observable market data. The Monte-Carlo model is used to value share-based payments, incorporating the assumptions around expected life, risk-free rate, dividend yield and expected volatility.
The fair market value of the shares is the most material and bears the greatest estimation uncertainty. A sensitivity analysis has been performed, considering independent scenarios of fluctuation in these key assumptions. A 10% increase in the fair market value of the underlying share would increase year-end reserve related to share-based payment transactions by £0.2m for the year ended 31 March 2025. Conversely, a 10% decrease would decrease expenses by £0.2m.
The sensitivity rates are deemed to represent a reasonably possible change. The fair market value of a share used to determine the cost associated with share based payments is determined by performing a valuation of the group. This valuation exercise requires numerous assumptions, particularly relating to the option pricing model and its key inputs such as stock price, volatility, risk-free rate, expected term and other relevant factors.
In FY25, the company incurred £404,639 in one-off expenditures tied to the ongoing migration to Amazon Web Services (AWS). This strategic investment plays a key role in enhancing our digital infrastructure, improving scalability, operational efficiency, and security. As in the prior year, these costs covered areas such as data transfer, architectural refinement, and extensive testing. Importantly, these are non-recurring expenses, and future benefits derived from AWS will no longer incur migration-related costs.
Additionally, exceptional costs for FY24 amounted to £1.1 million, primarily related to staff restructuring, legal fees from the investor mid-term review, and activities connected to the Revolving Credit Facility. These transitional, non-recurring expenses reflect our commitment to positioning the company for sustainable long-term growth and operational efficiency. The temporary overlap in services during the AWS migration, as well as the restructuring following the Metamaze acquisition, are critical for future success but do not signal ongoing financial commitments.
Other operating income includes a credit of £493,015 (2024: £773,302) arising from the Research and Development Credit ("RDEC") regime.
Other fees of £39,000 (Previous year: £12,000) have been incurred through provision of non-audit services.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 1).
The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
The group has unutilised tax losses carried forward of £48,176,941 (2024: £45,969,959), on which a deferred tax asset of £12,044,235 (2024: £11,492,489) has not been recognised.
The losses can be carried forward indefinitely for use against profits arising from the same trade
More information on impairment movements in the year is given in note .
Details of the company's subsidiaries at 31 March 2025 are as follows:
Other debtors include Amounts due from related parties £800,000 (2024: £nil), VAT £111,924 (2024: £12,838), Employees loans £163,298 (2024: £407) and Deposits £297,883 (2024: £347,754)
Amounts due to group undertakings relate to amounts due to companies positioned above the Duco Technology Limited consolidation and are payable on demand.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Share-based payments represent B1 Ordinary and B2 Ordinary shares issued to employees of the group by Duco Technology TopCo Limited.
Details of the numbers of shares are given below:
The fair market value of a share used to determine the cost associated with share-based payments is determined by performing a valuation of the group. The valuation is undertaken using a Monte-Carlo model which takes into account estimates around expected life, risk-free rate, dividend yield and expected volatility.
Includes the amount above nominal value received for shares issued.
Represents the value of share-based payments issued by Duco Technology TopCo Limited to employees of the group.
Represents currency translation losses/gains on translation of foreign subsidiaries.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
There are no subsequent events that require disclosure or adjustment to the financial statements.
The remuneration of key management personnel is as follows.
During the year the group loaned £800,000 to Cidron Crown 2 SARL, a shareholder of Duco Technology Topco Limited. The amount remained outstanding at the year end.
The company has taken advantage of the exemption under the terms of Financial Reporting Standard 102 from disclosing transactions with wholly owned subsidiaries within the group.
Certain employees of the group receive remuneration in the form of share-based payments, whereby employees render services as consideration for equity instruments issued by Duco Technology TopCo Limited (equity-settled transactions). The group has previously not recorded any charge to profit or loss in respect of the shares issued as the shares were purchased at the tax valuation considered at the time to be the fair value.. This has been re-evaluated by management and it has been determined that a share based payment charge should be recorded. The restatement has the effect of reducing the group's profit for the year to 31 March 2024 by £351,522 (company: £263,308) and for earlier periods by £475,644 (company: £409,333) in total. There is no effect on reported net assets for either the company or the group.
During the year, management identified that certain development costs had previously been capitalised across multiple group entities rather than within the entity that holds the legal ownership of the underlying intellectual property. This presentation has been corrected to ensure that all capitalised development costs are recognised within Duco Technology Limited, which holds the legal rights to the related assets. Accordingly, the adjustment has been reflected as a prior year restatement within the company-only financial statements to align the accounting treatment with the substance and ownership of the assets. This correction has no impact on the consolidated financial position or results of the Group.