REGISTERED NUMBER: NI072179 (Northern Ireland)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 March 2025

for

Dickson & Co (NI) Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Income Statement

9

Consolidated Other Comprehensive Income

10

Consolidated Balance Sheet

11

Company Balance Sheet

12

Consolidated Statement of Changes in Equity

13

Company Statement of Changes in Equity

14

Consolidated Cash Flow Statement

15

Notes to the Consolidated Cash Flow Statement

16

Notes to the Consolidated Financial Statements

18

DIRECTORS:

Ms M R Dickson

W A A Dickson

G Mitchell

SECRETARY:

Ms M R Dickson

REGISTERED OFFICE:

54 Dromore Road

Omagh

Co. Tyrone

BT78 1RB

REGISTERED NUMBER:

NI072179 (Northern Ireland)

AUDITORS:

Dundas Gallagher

Chartered Accountants and Statutory Auditors

Thistlebank House

2 Old Henry Street

Enniskillen

Co. Fermanagh

BT74 7JX

BANKERS:

Danske Bank

5-7 Market Street

Omagh

Co. Tyrone

BT78 1BN

SOLICITORS:

Logan Corry

24 Dublin Road

Omagh

Co. Tyrone

BT78 1HE

The directors present their strategic report of the company and the group for the year ended 31 March 2025.

REVIEW OF BUSINESS

Turnover has increased by 38% to £8.72m (2024: £6.34m). Overall, a net profit before tax of £1.6m was achieved for the year ended 31 March 2025 compared to a net profit before tax of £0.9m for the year ended 31 March 2024. The group asset base remains strong with net assets of £5.8m at 31 March 2025 (2024: £4.9m). The directors are satisfied with the group's performance in the year and the emphasis going forward continues to be securing turnover that will result in sustainable growth and profitability.

The group's key performance indicators are as follows:

2025

2024

Sales

£8.72m

£6.34m

Shareholders' funds

£5.8m

£4.9m

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and the execution of the group's strategy are subject to a number of risks. Performance in the sector is affected by general economic conditions and the specific sectoral factors associated with the worldwide insurance market. The board is aware of competitor activity, market trends and forecasts and customer requirements. Insurance capacity availability and pricing are other secretarial risks faced.

FINANCIAL RISK MANAGEMENT

The group's operations expose it to a variety of financial risks that include the effects of changes in credit risk, price risk and liquidity risk. The group has a risk management programme in place that seeks to limit their adverse effects on it's financial performance.

CREDIT RISK

The group implements policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure to individual customers is subject to a limit which is reassessed regularly by the board.

PRICE RISK

The group maintains a wide panel of insurance providers to ensure it remains competitive within the market and therefore address any associated price risk.

LIQUIDITY RISK

The group actively maintains a mixture of long term and short term debt finance that is designed to ensure that it has sufficient available funds for operations and planned expansions.

ON BEHALF OF THE BOARD:

W A A Dickson - Director

19 December 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2025.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of insurance broking and property rental.

DIVIDENDS

No interim dividend was paid during the year. The directors recommend a final dividend of £10.48552 per share.

The total distribution of dividends for the year ended 31 March 2025 will be £ 377,500 .

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 April 2024 to the date of this report.

Ms M R Dickson

W A A Dickson

G Mitchell

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, Dundas Gallagher, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

W A A Dickson - Director

19 December 2025

Opinion

We have audited the financial statements of Dickson & Co (NI) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 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 March 2025 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 three, 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:

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector experience through discussion with the officers and other management (as required by auditing standards).

We had regard to laws and regulations in areas that directly affect the financial statements including financial reporting and taxation legislation.

We considered that extent of compliance with those laws and regulations as part of our procedures on the related financial statement items.

With the exception of any known or possible non-compliance, and as required by auditing standards, our work in respect of these was limited to enquiry of the officers.

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

We addressed the risk of fraud through management override of controls, by testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

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.

Ruairi Dundas (Senior Statutory Auditor)

for and on behalf of Dundas Gallagher

Chartered Accountants and Statutory Auditors

Thistlebank House

2 Old Henry Street

Enniskillen

Co. Fermanagh

BT74 7JX

19 December 2025

TURNOVER

8,727,378

6,347,112

Cost of sales

6,601

-

GROSS PROFIT

8,720,777

6,347,112

Administrative expenses

6,529,524

5,393,897

2,191,253

953,215

Other operating income

-

274,225

OPERATING PROFIT

6

2,191,253

1,227,440

Income from interest in associated undertakings

-

16,569

Income from other participating interests

213,244

5,737

Interest receivable and similar income

65,990

20,268

279,234

42,574

2,470,487

1,270,014

Interest payable and similar expenses

8

801,475

313,256

PROFIT BEFORE TAXATION

1,669,012

956,758

Tax on profit

9

420,346

315,881

PROFIT FOR THE FINANCIAL YEAR

1,248,666

640,877

Profit attributable to:

Owners of the parent

1,248,666

640,877

PROFIT FOR THE YEAR

1,248,666

640,877

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,248,666

640,877

Total comprehensive income attributable to:

Owners of the parent

1,248,666

640,877

FIXED ASSETS

Intangible assets

12

6,349,233

5,408,387

Tangible assets

13

2,156,444

1,963,772

Investments

14

Interest in joint venture

Share of gross assets

620,917

415,641

620,917

415,641

Other investments

-

78,904

9,126,594

7,866,704

CURRENT ASSETS

Stocks

15

-

6,601

Debtors

16

4,796,905

5,027,103

Cash at bank

4,033,136

4,090,887

8,830,041

9,124,591

CREDITORS

Amounts falling due within one year

17

6,550,852

6,390,494

NET CURRENT ASSETS

2,279,189

2,734,097

TOTAL ASSETS LESS CURRENT LIABILITIES

11,405,783

10,600,801

CREDITORS

Amounts falling due after more than one year

18

(5,478,221

)

(5,542,098

)

PROVISIONS FOR LIABILITIES

20

(86,956

)

(89,263

)

NET ASSETS

5,840,606

4,969,440

CAPITAL AND RESERVES

Called up share capital

21

36,002

36,002

Retained earnings

22

5,804,604

4,933,438

SHAREHOLDERS' FUNDS

5,840,606

4,969,440

The financial statements were approved by the Board of Directors and authorised for issue on 19 December 2025 and were signed on its behalf by:

W A A Dickson - Director

FIXED ASSETS

Intangible assets

12

1,469,535

1,648,840

Tangible assets

13

615,695

398,617

Investments

14

6,781,181

5,534,658

8,866,411

7,582,115

CURRENT ASSETS

Stocks

15

-

6,601

Debtors

16

4,452,776

4,454,865

Cash at bank

2,462,109

1,704,101

6,914,885

6,165,567

CREDITORS

Amounts falling due within one year

17

4,684,829

4,630,003

NET CURRENT ASSETS

2,230,056

1,535,564

TOTAL ASSETS LESS CURRENT LIABILITIES

11,096,467

9,117,679

CREDITORS

Amounts falling due after more than one year

18

(5,300,000

)

(5,300,000

)

PROVISIONS FOR LIABILITIES

20

(65,258

)

(66,499

)

NET ASSETS

5,731,209

3,751,180

CAPITAL AND RESERVES

Called up share capital

21

36,002

36,002

Retained earnings

22

5,695,207

3,715,178

SHAREHOLDERS' FUNDS

5,731,209

3,751,180

Company's profit for the financial year

2,357,529

514,499

The financial statements were approved by the Board of Directors and authorised for issue on 19 December 2025 and were signed on its behalf by:

W A A Dickson - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

36,002

4,653,561

4,689,563

Changes in equity

Dividends

-

(361,000

)

(361,000

)

Total comprehensive income

-

640,877

640,877

Balance at 31 March 2024

36,002

4,933,438

4,969,440

Changes in equity

Dividends

-

(377,500

)

(377,500

)

Total comprehensive income

-

1,248,666

1,248,666

Balance at 31 March 2025

36,002

5,804,604

5,840,606

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

36,002

3,561,679

3,597,681

Changes in equity

Dividends

-

(361,000

)

(361,000

)

Total comprehensive income

-

514,499

514,499

Balance at 31 March 2024

36,002

3,715,178

3,751,180

Changes in equity

Dividends

-

(377,500

)

(377,500

)

Total comprehensive income

-

2,357,529

2,357,529

Balance at 31 March 2025

36,002

5,695,207

5,731,209

Cash flows from operating activities

Cash generated from operations

1

2,380,945

3,165,045

Interest paid

(801,475

)

(313,256

)

Tax paid

(207,447

)

(124,114

)

Net cash from operating activities

1,372,023

2,727,675

Cash flows from investing activities

Purchase of intangible fixed assets

(1,120,151

)

(3,837,203

)

Purchase of tangible fixed assets

(343,768

)

(551,768

)

Purchase of fixed asset investments

(248,903

)

-

Sale of tangible fixed assets

-

28,677

Interest received

65,990

20,268

Dividends received

213,244

22,306

Net cash from investing activities

(1,433,588

)

(4,317,720

)

Cash flows from financing activities

New loans in year

-

5,300,000

Loan repayments in year

-

(933,062

)

Amount introduced by directors

1,287

492

Amount withdrawn by directors

377,500

(592

)

Equity dividends paid

(377,500

)

(361,000

)

Net cash from financing activities

1,287

4,005,838

(Decrease)/increase in cash and cash equivalents

(60,278

)

2,415,793

Cash and cash equivalents at beginning of year

2

4,081,151

1,665,358

Cash and cash equivalents at end of year

2

4,020,873

4,081,151

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

31.3.25

31.3.24

£

£

Profit before taxation

1,669,012

956,758

Depreciation charges

330,402

282,849

Profit on disposal of fixed assets

-

(11,160

)

Income from Joint Ventures

(213,244

)

(5,737

)

Income from Associates

-

(16,569

)

Government grants

-

(3,627

)

Finance costs

801,475

313,256

Finance income

(279,234

)

(42,574

)

2,308,411

1,473,196

Decrease in stocks

6,601

-

Decrease/(increase) in trade and other debtors

230,198

(1,721,061

)

(Decrease)/increase in trade and other creditors

(164,265

)

3,412,910

Cash generated from operations

2,380,945

3,165,045

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 March 2025

31.3.25

1.4.24

£

£

Cash and cash equivalents

4,033,136

4,090,887

Bank overdrafts

(12,263

)

(9,736

)

4,020,873

4,081,151

Year ended 31 March 2024

31.3.24

1.4.23

£

£

Cash and cash equivalents

4,090,887

1,670,107

Bank overdrafts

(9,736

)

(4,749

)

4,081,151

1,665,358

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.4.24

Cash flow

At 31.3.25

£

£

£

Net cash

Cash at bank

4,090,887

(57,751

)

4,033,136

Bank overdrafts

(9,736

)

(2,527

)

(12,263

)

4,081,151

(60,278

)

4,020,873

Debt

Debts falling due within 1 year

(142,356

)

36,751

(105,605

)

Debts falling due after 1 year

(5,542,098

)

63,877

(5,478,221

)

(5,684,454

)

100,628

(5,583,826

)

Total

(1,603,303

)

40,350

(1,562,953

)

1.	STATUTORY INFORMATION

Dickson & Co (NI) Limited is a private company, limited by shares , registered in Northern Ireland. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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 financial statements have been prepared under the historical cost convention and on a going concern basis.

Basis of consolidation

In the financial statements of the parent company, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the twelve months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated financial statements incorporate those of Dickson & Co (NI) Limited and all of its subsidiaries (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

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.

Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates. In the group financial statements, associates are accounted for using the equity method.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other ventures under a contractual arrangement are treated as joint ventures. In the group financial statements, joint ventures are accounted for using the equity method.

Associates and joint ventures

Investments in associates and joint ventures are initially recognised at cost and adjusted for the company's share of profit/(loss) for the period.