REGISTERED NUMBER: 10814702 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

EDUCATERERS LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Cash Flow Statement

14

Notes to the Cash Flow Statement

15

Notes to the Financial Statements

16

DIRECTORS:

J A Findlay

V E Barnard

M J Brown

C J Cusack

REGISTERED OFFICE:

Shire Hall

Warwick

Warwickshire

CV34 4RL

REGISTERED NUMBER:

10814702 (England and Wales)

AUDITORS:

HB&O Ltd

Chartered Accountants and Statutory Auditor

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

BANKERS:

Lloyds Bank plc

12 Swan Street

Warwick

CV34 4BJ

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

REVIEW OF BUSINESS

Educaterers is a Local Authority Trading Company fully owned by Warwickshire County Council, providing school meals in Warwickshire, Leicestershire, Oxfordshire, Coventry, Walsall, Sutton Coldfield and Staffordshire.

It should be noted that the accounts presented here are unaudited. Given the fact that our last published accounts represented 16 months of trading in order to move our financial year end, caution should be taken in comparing figures.

During the period covered by these accounts, we have delivered a profit before tax of £477k (2023/24 16 months - £499k). This continues the profitability achieved for the first time in 2023/24 and reflects a strategy prioritising sales and retention, combined with continued strong operational performance and an ongoing drive for efficiency and improvement in support functions and systems.

Having established a strong financial foundation in 2023/24, we are committed to being ambitious to deliver our strategic goals:

Preferred Partner

Chosen by schools as a long-term collaborative partner

New Business Growth

Implementing a clear plan for top line growth

Operational Excellence

Relentless pursuit of delivering to clear standards underpinning all that we do

Caring for our People

Being an employer of choice with high measured levels of employee satisfaction

Key milestones towards these goals that have been delivered within the reporting period include:

- Increasing our sales team capacity at a senior level, and investing in the resources and internal infrastructure needed to be a credible and successful competitor for new business

- Adding an Executive Chef role to the team to support food innovation as well as the delivery of extra-curricular and other services that ensure our clients get the most out of their partnership with us

- Developing our internal auditing and reporting programmes and investing in systems to support the ongoing management of health and safety risk

- Implementing a targeted retention campaign to extend all our current client contracts, underpinned by a clear understanding of individual clients and how Educaterers are best placed to support their priorities.

We look forward to the next phase of Educaterers with ambition and drive to continue our journey.

Future developments

Profitable net growth will be the key target for Educaterers moving forward. We continue to focus on retention headwinds in a marketplace that is subject to significant change, driven predominantly through client financial challenges, coupled with a continued trend towards MATs and their push to run tender processes for significant areas of cost, of which catering is one.

Whilst the market pressures speak to risk, they also represent an opportunity as we work on positioning ourselves to win new business, both through tender process and direct contact.

We will continue to ensure delivery of great service to our customers.

ON BEHALF OF THE BOARD:

V E Barnard - Director

16 April 2026

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the provision of both the catering and the supply of food for meals and lunches within the education sector.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

The directors set out in the table below have held office during the whole of the period from 1 January 2025 to the date of this report unless otherwise stated.

Other changes in directors holding office are as follows:

S J Lugg - resigned 4.2.2025

S P James - resigned 28.2.2025

M J Brown - appointed 3.3.2025

C J Cusack - appointed 4.2.2025

The directors shown below were in office at 31 December 2025 but did not hold any interest in the Ordinary shares of £1 each at 1 January 2025 (or date of appointment if later) or 31 December 2025.

J A Findlay

V E Barnard

M J Brown

C J Cusack

FINANCIAL RISK MANAGEMENT

Liquidity

The company has a loan facility through the Shareholder, Warwickshire County Council, which can be called upon to support cash flow if required.

Credit

The company operates a 21 day payment term which is proactively managed through its Debtors Register on a regular basis.

Operational risk

The company mitigates risk though its Risk Register. The company also engages external expertise as required to further mitigate the impact of any such risk.

DISABLED EMPLOYEES

The company policy is that full and fair consideration is given to applicants for employment made by disabled persons, having regard to their particular aptitude and abilities. Disabled persons share equally in opportunities for training, career development and promotion.

EMPLOYEE ENGAGEMENT

The company currently employs almost 500 employees and actively seeks to harness the wealth of knowledge that comes from such an experienced workforce. The company fully recognises Trade Unions, operates an appraisal system and engages employees in the development of the company through vertically sliced working groups to enhance both product development and customer engagement.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's 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 company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

V E Barnard - Director

16 April 2026

Opinion

We have audited the financial statements of Educaterers Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the 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 company's affairs as at 31 December 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

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

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

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:

The audit process includes an assessment of the entity's risk environment, through enquiry of and discussion with management, including an assessment of any key laws and regulations with which the company must comply in the ordinary course of its business. We have concluded that there are no such key laws and regulations that are particular to the company's activities.

Additionally, the overall risks of irregular transactions occurring are assessed following our observations and confirmation of the design and implementation of management's controls. Whilst we are mindful of these risks, our audit focus is geared towards the risk of material misstatement in the financial statements as a whole.

As such, our procedures cannot guarantee that all transactions have been fully compliant with all relevant laws and regulations, including those regulations relating to fraud, as our procedures are not designed to detect all instances of non-compliance.

Nevertheless, nothing has come to our attention that has given us significant cause for concern in the course of the procedures we haven undertaken in order to give our opinion on whether the financial statements are free from material misstatement, as shown above.

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.

Gregg Olner MPhil BA (Hons) FCA (Senior Statutory Auditor)

for and on behalf of HB&O Ltd

Chartered Accountants and Statutory Auditor

Highdown House

11 Highdown Road

Leamington Spa

Warwickshire

CV31 1XT

16 April 2026

TURNOVER

11,817,022

15,975,465

Cost of sales

9,156,002

12,742,553

GROSS PROFIT

2,661,020

3,232,912

Administrative expenses

2,163,532

2,604,717

497,488

628,195

Other operating income

300

7,543

OPERATING PROFIT

4

497,788

635,738

Interest receivable and similar income

18,678

27,037

516,466

662,775

Interest payable and similar expenses

5

39,258

163,410

PROFIT BEFORE TAXATION

477,208

499,365

Tax on profit

6

101,168

119,334

PROFIT FOR THE FINANCIAL YEAR

376,040

380,031

PROFIT FOR THE YEAR

376,040

380,031

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

376,040

380,031

FIXED ASSETS

Tangible assets

7

99,896

40,984

CURRENT ASSETS

Stocks

8

182,372

179,810

Debtors

9

1,612,970

1,656,804

Cash at bank and in hand

137,169

118,789

1,932,511

1,955,403

CREDITORS

Amounts falling due within one year

10

1,922,905

2,262,925

NET CURRENT ASSETS/(LIABILITIES)

9,606

(307,522

)

TOTAL ASSETS LESS CURRENT LIABILITIES

109,502

(266,538

)

CAPITAL AND RESERVES

Called up share capital

12

1

1

Retained earnings

13

109,501

(266,539

)

SHAREHOLDERS' FUNDS

109,502

(266,538

)

The financial statements were approved by the Board of Directors and authorised for issue on 16 April 2026 and were signed on its behalf by:

V E Barnard - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 September 2023

1

(646,570

)

(646,569

)

Changes in equity

Total comprehensive income

-

380,031

380,031

Balance at 31 December 2024

1

(266,539

)

(266,538

)

Changes in equity

Total comprehensive income

-

376,040

376,040

Balance at 31 December 2025

1

109,501

109,502

Cash flows from operating activities

Cash generated from operations

1

121,320

566,184

Interest paid

(39,258

)

(163,410

)

Net cash from operating activities

82,062

402,774

Cash flows from investing activities

Purchase of tangible fixed assets

(82,360

)

(48,323

)

Sale of tangible fixed assets

-

2,535

Interest received

18,678

27,037

Net cash from investing activities

(63,682

)

(18,751

)

Cash flows from financing activities

New loans in the period

2,900,000

1,270,000

Loan repayments in the period

(2,900,000

)

(1,610,000

)

Net cash from financing activities

-

(340,000

)

Increase in cash and cash equivalents

18,380

44,023

Cash and cash equivalents at beginning of year

2

118,789

74,766

Cash and cash equivalents at end of year

2

137,169

118,789

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

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Profit before taxation

477,208

499,365

Depreciation charges

23,367

13,306

Loss/(profit) on disposal of fixed assets

81

(729

)

Finance costs

39,258

163,410

Finance income

(18,678

)

(27,037

)

521,236

648,315

Increase in stocks

(2,562

)

(69,068

)

Increase in trade and other debtors

(57,334

)

(841,062

)

(Decrease)/increase in trade and other creditors

(340,020

)

827,999

Cash generated from operations

121,320

566,184

2.	CASH AND CASH EQUIVALENTS

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

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

137,169

118,789

Period ended 31 December 2024

31.12.24

1.9.23

£

£

Cash and cash equivalents

118,789

74,766

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank and in hand

118,789

18,380

137,169

118,789

18,380

137,169

Total

118,789

18,380

137,169

1.	STATUTORY INFORMATION

Educaterers Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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.

The accounts have been prepared in accordance with applicable accounting standards. The principal accounting policies adopted in the preparation of the financial statements are set out below and remain unchanged from the previous period.

Significant judgements and estimates

The preparation of financial statements in conformity with FRS 102 requires the use of certain accounting estimates. It also requires management to exercise its judgement in the process of applying the company's accounting policies. Due to the nature of the business of Educaterers Limited, the directors deem there to be no areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements.

Turnover

Turnover comprises the value of sales (net of value added tax) of goods and services provided in the normal course of business. Revenue is recognised in respect of service contracts when the company obtains the right to consideration.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant & machinery

-

at varying rates on cost

Motor vehicles

-

25% on reducing balance

Computer equipment

-

Straight line over 3 years

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Stocks

Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase and other costs incurred in bringing stock to its present location and condition, including any import costs, duties and carriage.

Financial instruments

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the income statement.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Wages and salaries

5,870,274

7,759,559

Social security costs

463,645

306,966

Other pension costs

584,755

799,704

6,918,674

8,866,229

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

Period

1.9.23

Year ended

to

31.12.25

31.12.24

Director

4

3

Head office

15

14

Area managers

13

14

Kitchen and catering staff

459

539

491

570

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Directors' remuneration

239,798

291,008

Directors' pension contributions to money purchase schemes

17,122

19,934

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

Money purchase schemes

3

2

Information regarding the highest paid director is as follows:

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Emoluments etc

107,872

162,667

Pension contributions to money purchase schemes

8,996

10,973

4.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Depreciation - owned assets

23,367

13,306

Loss/(profit) on disposal of fixed assets

81

(729

)

Auditors' remuneration

11,595

11,500

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Intercompany loan interest

39,258

163,410

6.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Deferred tax

101,168

119,334

Tax on profit

101,168

119,334

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

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

Period

1.9.23

Year ended

to

31.12.25

31.12.24

£

£

Profit before tax

477,208

499,365

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

119,302

124,841

Effects of:

Capital allowances in excess of depreciation

(14,648

)

(8,120

)

Utilisation of tax losses

(104,654

)

(124,842

)

Gain on disposal

-

(182

)

Deferred tax movement on assets

-

8,303

Deferred tax movement on losses

101,168

119,334

Total tax charge

101,168

119,334

7.	TANGIBLE FIXED ASSETS

Plant &

Motor

Computer

machinery

vehicles

equipment

Totals

£

£

£

£

COST

At 1 January 2025

34,953

-

60,706

95,659

Additions

-

68,285

14,075

82,360

Disposals

-

-

(592

)

(592

)

At 31 December 2025

34,953

68,285

74,189

177,427

DEPRECIATION

At 1 January 2025

31,069

-

23,606

54,675

Charge for year

1,829

1,423

20,115

23,367

Eliminated on disposal

-

-

(511

)

(511

)

At 31 December 2025

32,898

1,423

43,210

77,531

NET BOOK VALUE

At 31 December 2025

2,055

66,862

30,979

99,896

At 31 December 2024

3,884

-

37,100

40,984

8.

STOCKS

2025

2024

£

£

Stocks

182,372

179,810