COMPANY REGISTRATION NUMBER 07260248
SHEPHERD DISTRIBUTION SERVICES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
SHEPHERD DISTRIBUTION SERVICES LIMITED
COMPANY INFORMATION
Directors
Mr I A Davis
Mr L D Abel
Company number
07260248
Registered office
Birley Vale Avenue
Sheffield
S12 2AX
Auditor
UHY Hacker Young
6 Broadfield Court
Broadfield Way
Sheffield
S8 0XF
Business address
Birley Vale Avenue
Sheffield
S12 2AX
Bankers
Barclays Bank PLC
2 - 12 Pinstone Street
Sheffield
S1 2HN
Solicitors
Knights Solictors
14 Commercial Street
Sheffield
S1 SAT
SHEPHERD DISTRIBUTION SERVICES LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
SHEPHERD DISTRIBUTION SERVICES LIMITED
CONTENTS
Notes to the financial statements
15 - 32
SHEPHERD DISTRIBUTION SERVICES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2025
- 1 -

The directors present the strategic report for the year ended 31 July 2025.

Review of the business

The financial year ending 31 July 2025 shows a increase in sales activity on the previous year by circa 6%. During the year we secured several new business wins, on top of this we gained extra work from some of our existing customers.

Risks and Uncertainties

The after effects of Brexit and the unrest between Russia and Ukraine continues to impact our sector and the whole economy.

In last year's statement we anticipated that the year to July 2024 would show a slowdown, and we explained a number of cost saving and productivity improvement measures we were embarking on that would show improvements to the year ending July 2025. These proved pivotal and profit levels improved year on year.

The success of the profit turnaround is attributable to:

- Customer growth improving both sales and profit level

- Installation of solar panels at our 5-acre site, and these are now generating 30% savings

- A new traffic planning system called Optimize was rolled out. Optimize uses artificial intelligence (AI based optimisation algorithms to generate routing efficiencies and savings, which has improved gross margin.

- Structure and resource review.

Finally, having a large and diverse customer base means that we can mitigate some of the challenges thrown at us and manage our cost base and resources accordingly whilst maintaining our excellent service provision.

We do face constant battles of legislative pressures but due to our proactive approach we continue to offer the best in class service levels to our valued customer base.

On behalf of the board

L D Abel
Director
16 December 2025
SHEPHERD DISTRIBUTION SERVICES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2025
- 2 -

The directors present their annual report and financial statements for the year ended 31 July 2025.

Principal activities

The principal activity continued to be that of the holding company of Yarborough Limited.

Yarborough Limited operates in the distribution & logistics sector within the United Kingdom.

The review of the business is shown in the strategic report.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr I A Davis
Mr L D Abel
Results and dividends

The results for the year are set out on page 8.

Auditor

The auditor, UHY Hacker Young, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
L D Abel
Director
16 December 2025
SHEPHERD DISTRIBUTION SERVICES LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 JULY 2025
- 3 -

The directors are responsible for preparing the Annual Report 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 group and company, 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;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

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

SHEPHERD DISTRIBUTION SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHEPHERD DISTRIBUTION SERVICES LIMITED
- 4 -
Opinion

We have audited the financial statements of Shepherd Distribution Services Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 the parent company's affairs as at 31 July 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.

SHEPHERD DISTRIBUTION SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHEPHERD DISTRIBUTION SERVICES LIMITED
- 5 -

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

- the information given in the strategic report and the directors' r eport 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.

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 their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

We have nothing to report in respect of the following matters in relation to which 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 directors' r esponsibilities s tatement, 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 is 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

SHEPHERD DISTRIBUTION SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHEPHERD DISTRIBUTION SERVICES LIMITED
- 6 -
Auditor's 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 an auditor's report 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.

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.

Based on our understanding of the company and the industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to the acts by the company, which were contrary to applicable laws and regulations including fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to recognition of revenue and profit, the carrying value of assets and the depreciation rates used along with the volume of transactions with Palletline.

Audit procedures performed included; review of journals, testing of cut off, review of the bad debt provisions, testing the validity of trade debtors, and testing creditors for understatement. The directors' rationale behind the recognition of revenue was reviewed to confirm the accounting treatment was relevant and appropriate.

There are inherent limitations in the audit procedures described above. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

SHEPHERD DISTRIBUTION SERVICES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHEPHERD DISTRIBUTION SERVICES LIMITED
- 7 -

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.

Andrew Hulse (Senior Statutory Auditor)
For and on behalf of UHY Hacker Young
16 December 2025
Chartered Accountants
Statutory Auditor
6 Broadfield Court
Broadfield Way
Sheffield
S8 0XF
SHEPHERD DISTRIBUTION SERVICES LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 JULY 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
10,250,357
9,661,307
Cost of sales
(8,438,444)
(7,781,949)
Gross profit
1,811,913
1,879,358
Administrative expenses
(1,673,956)
(1,758,151)
Other operating income
26,389
24,000
Operating profit
4
164,346
145,207
Interest receivable and similar income
7
7,770
6,645
Interest payable and similar expenses
8
(121,805)
(116,463)
Profit before taxation
50,311
35,389
Tax on profit
9
(9,270)
(39,600)
Profit/(loss) for the financial year
41,041
(4,211)
Profit/(loss) for the financial year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

SHEPHERD DISTRIBUTION SERVICES LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JULY 2025
- 9 -
2025
2024
£
£
Profit/(loss) for the year
41,041
(4,211)
Other comprehensive income
-
-
Cash flow hedges gain arising in the year
-
0
-
0
Total comprehensive income for the year
41,041
(4,211)
Total comprehensive income for the year is all attributable to the owners of the parent company.
SHEPHERD DISTRIBUTION SERVICES LIMITED
GROUP BALANCE SHEET
AS AT 31 JULY 2025
31 July 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
11
180,451
216,540
Tangible assets
12
1,188,844
1,259,607
Investments
13
22,875
22,875
1,392,170
1,499,022
Current assets
Stocks
15
39,718
31,215
Debtors
16
2,150,175
1,828,775
Cash at bank and in hand
52,056
121,554
2,241,949
1,981,544
Creditors: amounts falling due within one year
17
(3,033,228)
(2,549,187)
Net current liabilities
(791,279)
(567,643)
Total assets less current liabilities
600,891
931,379
Creditors: amounts falling due after more than one year
18
(327,023)
(478,537)
Provisions for liabilities
20
(277,639)
(301,554)
Net (liabilities)/assets
(3,771)
151,288
Capital and reserves
Called up share capital
22
50,000
50,000
Profit and loss reserves
(53,771)
101,288
Total equity
(3,771)
151,288
The financial statements were approved by the board of directors and authorised for issue on 16 December 2025 and are signed on its behalf by:
16 December 2025
L D Abel
I A Davis
Director
Director
SHEPHERD DISTRIBUTION SERVICES LIMITED
COMPANY BALANCE SHEET
AS AT 31 JULY 2025
31 July 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
13
6,441,052
6,441,052
Current assets
-
-
Creditors: amounts falling due within one year
17
(6,390,833)
(6,390,833)
Net current liabilities
(6,390,833)
(6,390,833)
Total assets less current liabilities
50,219
50,219
Capital and reserves
Called up share capital
22
50,000
50,000
Profit and loss reserves
219
219
Total equity
50,219
50,219

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £0 (2024 - £235,320 profit).

The financial statements were approved by the board of directors and authorised for issue on 16 December 2025 and are signed on its behalf by:
16 December 2025
L D Abel
I A Davis
Director
Director
Company Registration No. 07260248
SHEPHERD DISTRIBUTION SERVICES LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 August 2023
50,000
340,819
390,819
Year ended 31 July 2024:
Loss and total comprehensive income for the year
-
(4,211)
(4,211)
Consideration of a gift to shareholders
-
(235,320)
(235,320)
Balance at 31 July 2024
50,000
101,288
151,288
Year ended 31 July 2025:
Profit and total comprehensive income for the year
-
41,041
41,041
Consideration of a gift to shareholders
-
(196,100)
(196,100)
Balance at 31 July 2025
50,000
(53,771)
(3,771)
SHEPHERD DISTRIBUTION SERVICES LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2025
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 August 2023
50,000
219
50,219
Year ended 31 July 2024:
Profit and total comprehensive income for the year
-
235,320
235,320
Dividends
10
-
(235,320)
(235,320)
Balance at 31 July 2024
50,000
219
50,219
Year ended 31 July 2025:
Profit and total comprehensive income
-
-
-
0
Balance at 31 July 2025
50,000
219
50,219
SHEPHERD DISTRIBUTION SERVICES LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JULY 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
620,259
523,559
Interest paid
(121,805)
(116,463)
Income taxes (paid)/refunded
(14,350)
16,439
Net cash inflow from operating activities
484,104
423,535
Investing activities
Purchase of tangible fixed assets
(243,796)
(45,007)
Proceeds from disposal of tangible fixed assets
32,750
40,550
Interest received
1,470
2,005
Dividends received
6,300
4,640
Net cash (used in)/generated from investing activities
(203,276)
2,188
Financing activities
Payment of finance leases obligations
(154,226)
(176,272)
Gift consideration to directors
(196,100)
(235,320)
Net cash used in financing activities
(350,326)
(411,592)
Net (decrease)/increase in cash and cash equivalents
(69,498)
14,131
Cash and cash equivalents at beginning of year
121,554
107,423
Cash and cash equivalents at end of year
52,056
121,554
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2025
- 15 -
1
Accounting policies
Company information

Shepherd Distribution Services Limited (“the company”) is a limited company domiciled and incorporated in England and Wales. The registered office is Birley Vale Avenue, Sheffield, S12 2AX.

The group consists of Shepherd Distribution Services Limited and all of its subsidiaries.

1.1
Accounting convention

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 a mounts 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 set out below.

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £0 (2024 - £235,320 profit).

1.2
Basis of consolidation

In the parent company financial statements, t he 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. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

The consolidated group financial statements consist of the financial statements of the parent company Shepherd Distribution Services 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 July 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 g roup.

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.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 16 -
1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

In making that assessment, the directors have specifically considered the impact of the coronavirus on the operation of the business, alongside actions taken to mitigate that impact.

1.4
Turnover
Turnover is the total amount receivable in the ordinary course of business for goods supplied as a principal and for services provided, excluding value added tax.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from services is recognised when the service has been rendered.

1.5
Intangible fixed assets - goodwill
Acquired goodwill is written off in equal annual instalments over its estimated useful economic life of 20 years.
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
5% straight line
Plant and machinery
25% reducing balance
Fixtures, fittings & equipment
25% and 33% reducing balance and 50% straight line on computer equipment
Motor vehicles
22.50% reducing balance

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.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 17 -
1.7
Fixed asset investments

Equity in vest ments 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.

I n 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.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 18 -
1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

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

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 m ethod 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

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.

Derecognition of financial assets

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.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 19 -
Classification of financial liabilities

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 paymen ts 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

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.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current 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.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 20 -
Deferred tax

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.

1.13
Employee benefits

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.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

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 lease d asset are consumed.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
1
Accounting policies
(Continued)
- 21 -
1.16
Government grants

Government grants are recognised at the fair value of the asset receive d or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2
Judgements and key sources of estimation uncertainty

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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Depreciation

The depreciation charges depend on the directors' estimation of the useful economic lives of the company's assets and residual values. The directors have used depreciation rates and methods which they estimate result in depreciation charges which write off the cost less estimated residual value over the useful economic life of the asset.

3
Turnover and other revenue

An analysis of the group's turnover is as follows:

2025
2024
£
£
Turnover analysed by class of business
Distribution and logistics
10,250,357
9,661,307
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
10,250,357
9,661,307
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
3
Turnover and other revenue
(Continued)
- 22 -
2025
2024
£
£
Other revenue
Interest income
1,470
2,005
Dividends received
6,300
4,640
Grants received
26,389
24,000
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Government grants
(26,389)
(24,000)
Depreciation of owned tangible fixed assets
117,574
126,397
Depreciation of tangible fixed assets held under finance leases
166,035
174,463
Profit on disposal of tangible fixed assets
(1,800)
(16,759)
Amortisation of intangible assets
36,089
36,089
Operating lease charges
203,420
197,576
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
1,000
1,000
Audit of the financial statements of the company's subsidiaries
11,855
10,500
12,855
11,500
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 23 -
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Administration
20
23
2
2
Distribution
70
70
-
-
Total
90
93
2
2

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
3,216,362
3,223,379
-
0
-
0
Social security costs
330,457
313,204
-
-
Pension costs
80,087
81,119
-
0
-
0
3,626,906
3,617,702
-
0
-
0
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
1,470
1,229
Other interest income
-
776
Total interest revenue
1,470
2,005
Other income from investments
Dividends received
6,300
4,640
Total income
7,770
6,645
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 24 -
8
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
86,049
87,301
Interest on finance leases and hire purchase contracts
35,756
29,162
Total finance costs
121,805
116,463
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
41,016
14,337
Adjustments in respect of prior periods
(7,831)
(439)
Total current tax
33,185
13,898
Deferred tax
Origination and reversal of timing differences
(23,915)
25,702
Total tax charge
9,270
39,600

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
50,311
35,389
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 024.52%)
12,578
8,677
Tax effect of expenses that are not deductible in determining taxable profit
593
638
Unutilised tax losses carried forward
-
0
6,699
Permanent capital allowances in excess of depreciation
(139)
-
0
Amortisation on assets not qualifying for tax allowances
9,022
8,850
Under/(over) provided in prior years
(7,831)
(439)
Deferred tax adjustments in respect of prior years
(3,378)
16,313
Dividend income
(1,575)
(1,138)
Taxation charge
9,270
39,600
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 25 -
10
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Gift to shareholders
-
235,320
-
235,320
11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 August 2024 and 31 July 2025
721,786
Amortisation and impairment
At 1 August 2024
505,246
Amortisation charged for the year
36,089
At 31 July 2025
541,335
Carrying amount
At 31 July 2025
180,451
At 31 July 2024
216,540
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 26 -
12
Tangible fixed assets
Group
Leasehold improvements
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 August 2024
-
0
85,175
335,107
3,269,117
3,689,399
Additions
15,520
-
0
56,218
172,058
243,796
Disposals
-
0
-
0
-
0
(232,911)
(232,911)
At 31 July 2025
15,520
85,175
391,325
3,208,264
3,700,284
Depreciation and impairment
At 1 August 2024
-
0
67,611
226,726
2,135,455
2,429,792
Depreciation charged in the year
65
3,858
14,872
264,814
283,609
Eliminated in respect of disposals
-
0
-
0
-
0
(201,961)
(201,961)
At 31 July 2025
65
71,469
241,598
2,198,308
2,511,440
Carrying amount
At 31 July 2025
15,455
13,706
149,727
1,009,956
1,188,844
At 31 July 2024
-
0
17,564
108,381
1,133,662
1,259,607

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and machinery
79,816
85,300
-
0
-
0
Motor vehicles
555,945
676,225
-
0
-
0
635,761
761,525
-
-
Depreciation charge for the year in respect of leased assets
166,035
174,463
-
-
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 27 -
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
£
£
£
£
Unlisted investments
22,875
22,875
6,441,052
6,441,052
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 August 2024 and 31 July 2025
22,875
Carrying amount
At 31 July 2025
22,875
At 31 July 2024
22,875
Movements in fixed asset investments
Company
Investments
£
Cost or valuation
At 1 August 2024 and 31 July 2025
6,441,052
Carrying amount
At 31 July 2025
6,441,052
At 31 July 2024
6,441,052
14
Subsidiaries

Details of the company's subsidiaries at 31 July 2025 are as follows:

Name of undertaking and country of
Nature of business
Class of
% Held
incorporation or residency
shareholding
Direct
Indirect
Yarborough Limited
England & Wales
Haulage and distribution
Ordinary
100
0
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 28 -
15
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
39,718
31,215
-
-
16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,882,716
1,683,960
-
0
-
0
Other debtors
-
0
10,377
-
0
-
0
Prepayments and accrued income
267,459
134,438
-
0
-
0
2,150,175
1,828,775
-
-
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
19
182,992
185,704
-
0
-
0
Trade creditors
1,246,943
850,960
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
6,390,833
6,390,833
Corporation tax payable
33,172
14,337
-
0
-
0
Other taxation and social security
334,821
277,589
-
-
Other creditors
1,183,783
1,136,241
-
0
-
0
Accruals and deferred income
51,517
84,356
-
0
-
0
3,033,228
2,549,187
6,390,833
6,390,833
18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
19
327,023
478,537
-
0
-
0
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 29 -
19
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
218,160
221,788
-
0
-
0
In two to five years
397,712
555,098
-
0
-
0
In over five years
-
0
24,795
-
0
-
0
615,872
801,681
-
-
Less: future finance charges
(105,857)
(137,440)
-
0
-
0
510,015
664,241
-
0
-
0

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. The total of net obligations under finance lease and hire purchase contracts are secured by fixed charges on the assets concerned.

20
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
278,498
301,895
Retirement benefit obligations
(859)
(341)
277,639
301,554
The company has no deferred tax assets or liabilities.
SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
20
Deferred taxation
(Continued)
- 30 -
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 August 2024
301,554
-
Credit to profit or loss
(23,915)
-
Liability at 31 July 2025
277,639
-

£60,000 of the deferred tax liability set out above is expected to reverse within 12 months as depreciation charged on the relevant assets exceeds the capital allowances claimable in the coming year.

21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
80,087
81,119

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.

22
Share capital
Group and company
2025
2024
Ordinary share capital
£
£
Issued and fully paid
50,000 ordinary of £1 each
50,000
50,000
23
Equity reserve

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 31 -
24
Operating lease commitments
Lessee

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:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
356,022
381,208
-
-
Between two and five years
487,132
717,397
-
-
843,154
1,098,605
-
-
25
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
£
£
Aggregate compensation
154,325
174,037
26
Directors' transactions

Dividends totalling £0 (2024 - £0) were paid in the year in respect of shares held by the company's directors.

A gift on consideration of shares totalling £nil (2024 - £235,320) was paid to the directors of the company.

SHEPHERD DISTRIBUTION SERVICES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2025
- 32 -
27
Cash generated from group operations
2025
2024
£
£
Profit/(loss) for the year after tax
41,041
(4,211)
Adjustments for:
Taxation charged
9,270
39,600
Finance costs
121,805
116,463
Investment income
(7,770)
(6,645)
Gain on disposal of tangible fixed assets
(1,800)
(16,759)
Amortisation and impairment of intangible assets
36,089
36,089
Depreciation and impairment of tangible fixed assets
283,609
300,860
Movements in working capital:
Increase in stocks
(8,503)
(2,199)
(Increase)/decrease in debtors
(321,400)
88,271
Increase/(decrease) in creditors
467,918
(27,910)
Cash generated from operations
620,259
523,559
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2024-07-31 07260248 core:WithinOneYear bus:Consolidated 2025-07-31 07260248 core:WithinOneYear bus:Consolidated 2024-07-31 07260248 core:WithinOneYear 2025-07-31 07260248 core:WithinOneYear 2024-07-31 07260248 core:BetweenTwoFiveYears bus:Consolidated 2025-07-31 07260248 core:BetweenTwoFiveYears bus:Consolidated 2024-07-31 07260248 core:BetweenTwoFiveYears 2025-07-31 07260248 core:BetweenTwoFiveYears 2024-07-31 07260248 core:MoreThanFiveYears bus:Consolidated 2025-07-31 07260248 core:MoreThanFiveYears bus:Consolidated 2024-07-31 07260248 core:MoreThanFiveYears 2025-07-31 07260248 core:MoreThanFiveYears 2024-07-31 07260248 bus:PrivateLimitedCompanyLtd 2024-08-01 2025-07-31 07260248 bus:FRS102 2024-08-01 2025-07-31 07260248 bus:Audited 2024-08-01 2025-07-31 07260248 bus:ConsolidatedGroupCompanyAccounts 2024-08-01 2025-07-31 07260248 bus:FullAccounts 2024-08-01 2025-07-31 xbrli:pure xbrli:shares iso4217:GBP