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Registered number: 02987170
SODEXO HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
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SODEXO HOLDINGS LIMITED
COMPANY INFORMATION
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Amolak Dhariwal (appointed 1 January 2025)
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Sodexo Corporate Services (No.2) Limited
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KPMG LLP, Statutory Auditor
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SODEXO HOLDINGS LIMITED
CONTENTS
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Directors' Responsibilities Statement
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Independent Auditor's Report to the Members of Sodexo Holdings Limited
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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SODEXO HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2025
The directors present their strategic report, directors' report and audited financial statements for the year ended 31 August 2025.
Principal activities and business review
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The Company is a wholly owned subsidiary of Sodexo S.A. and operates as part of the group’s UK & Ireland business. Its ultimate parent is Sodexo S.A., a French company listed on the Paris Euronext.
The principal activity of the Company continues to be that of the holding company.
As shown in the Company's Statement of Comprehensive Income, the Company's profit for the year was £49.8M (2024: £75.9M). The key drivers of this result are:
∙£64M (2024: £93.5M) of dividends being received in the year from the Company's subsidiary undertakings; reduced by
∙£18.2M (2024: £22.6M) of net interest payable on the Company's intercompany borrowings.
As a non-trading holding company, management does not foresee any significant future developments.
Principal risks and uncertainties
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The Company is an intermediate holding company within the group of companies headed by Sodexo S.A. The Company holds investments in UK trading subsidiaries of Sodexo S.A.
Accordingly, the principal risk to the Company is the risk of impairment of the carrying value of its investments. The directors continue to monitor the trading performance of the Company's subsidiaries and other potential indicators of impairment.
The Company is also subject to liquidity risk. The directors regularly monitor working capital requirements to ensure sufficient funds are available to support the Company's activities. The risk is managed primarily through the use of intercompany loans with other members of the Sodexo S.A group of companies.
This report was approved by the board and signed on its behalf by:
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SODEXO HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2025
The directors present their report and the financial statements for the year ended 31 August 2025.
The profit for the year, after taxation, amounted to £49,815,000 (2024 - £75,880,000).
Dividends totalling £45,000,000 were declared and paid during the year (2024: £35,00,000). A Dividend of £ 40,000,000 was subsequently paid post year-end on 10 December 2025 in respect of financial year 2025, to Sodexo S.A., the 100% shareholder of the Company.
The directors have not proposed any further ordinary dividend in respect of the current financial year.
The directors who served during the year were:
Amolak Dhariwal (appointed 1 January 2025)
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Sean Haley (resigned 31 December 2024)
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Political and charitable contributions
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The Company made no political donations or incurred any political expenditure during the year (2024: £Nil).
The financial statements have been prepared on a going concern basis, which the directors consider appropriate for the following reasons:
The Company is part of the Sodexo UK and Ireland group of companies (the “UK&I Group”), which in turn forms part of the wider Sodexo Group, headed by Sodexo S.A., a company incorporated in France. The UK&I Group’s principal activities include the provision of facilities management and catering services across various sectors such as government, healthcare, corporate services, sports and leisure and education. Accordingly, the Company’s cash flows are influenced by the continuity, volume, and pricing of these operations.
The Company meets its day-to-day working capital requirements through operational cash flows and intercompany loan arrangements within the UK&I Group. The UK&I Group has demonstrated resilience in the face of economic challenges. This has been achieved through disciplined cash and balance sheet management, strong contract retention, a diversified client base across both public and private sectors, and robust inflation management processes. Furthermore, the UK&I Group continues to pursue organic growth opportunities, with several new contracts in the pipeline. Nonetheless, it remains vigilant and prepared for potential macroeconomic changes through sound commercial management and prudent cost control.
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SODEXO HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2025
Going Concern (Continued)
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In determining the appropriateness of the going concern basis, the directors have reviewed cash flow and profit forecasts for the UK&I Group covering a period of at least 12 months from the date of approval of these financial statements. These forecasts incorporate a severe but plausible downside scenario, which assumes a deterioration in gross margin due to operational challenges, a reduction in revenue from non-renewal of key contracts, and under-recovery of inflation. In addition, this scenario does not factor in any mitigating actions that management could implement. Even under these conditions, the forecasts indicate that the UK&I Group would remain resilient.
There are no detailed forecasts prepared for Sodexo Holdings Limited as the company is an intermediary holding company and does not trade. At 31st August 2025, the company is in a net current liabilities position.
Sodexo S.A, which is the immediate and ultimate parent company of Sodexo Holdings Limited has indicated its intention to continue to make available such funds as are needed by the company, and that it does not intend to seek repayment of the amounts currently due to the group, which at 31 August 2025 amounted to £555,581,000, during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
Based on this assessment, the directors are confident that the Company will have sufficient resources to meet its obligations as they fall due for at least 12 months from the date of approval of the financial statements.
Accordingly, the financial statements have been prepared on a going concern basis.
Disclosure of information to auditor
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
The auditor, KPMG LLP, Statutory Auditor, will be proposed for reappointment in accordance with section 487 of the Companies Act 2006.
This report was approved by the board and signed on its behalf by:
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SODEXO HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2025
The directors are responsible for preparing the Strategic Report, the Directors' 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 UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework. 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 judgments 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;
∙assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
∙use the going concern basis of accounting unless they either intend to liquidate the Company or to cease its operations, or have no realistic alternative but to do so.
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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
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SODEXO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO HOLDINGS LIMITED
Opinion
We have audited the financial statements of Sodexo Holdings Limited (“the Company”) for the year ended 31 August 2025 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and related notes, including the accounting policies in note 2.
In our opinion the financial statements:
∙give a true and fair view of the state of the Company's affairs as at 31 August 2025 and of its profit for the year then ended;
∙have been properly prepared in accordance with UK accounting standards, including FRS 101 'Reduced Disclosure Framework'; 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 are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.
Going concern
The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).
In our evaluation of the directors’ conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks might affect the Company’s financial resources or ability to continue operations over the going concern period.
Our conclusions based on this work:
∙we consider that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate;
∙we have not identified, and concur with the directors’ assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for the going concern period.
However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in operation.
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SODEXO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO HOLDINGS LIMITED (CONTINUED)
Fraud and breaches of laws and regulations – ability to detect
Identifying and responding to risks of material misstatement due to fraud
To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included enquiring of directors and inspection of policy documentation as to the Company’s high-level policies and procedures to prevent and detect fraud that apply to this group company as well as enquiring whether the directors have knowledge of any actual, suspected or alleged fraud.
As required by auditing standards, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries. Based on our risk assessment, no high-risk journal entries were identified. On this audit we do not believe there is a fraud risk related to revenue recognition because there are no revenue transactions. We did not identify any additional fraud risks.
We performed procedures including agreeing all material accounting entries including post close journals in the period to supporting documentation.
Identifying and responding to risks of material misstatement related to compliance with laws and regulations
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors (as required by auditing standards), and discussed with the directors the policies and procedures regarding compliance with laws and regulations.
The company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
This company, as a holding company, is not subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements.
Context of the ability of the audit to detect fraud or breaches of law or regulation
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.
In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
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SODEXO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO HOLDINGS LIMITED (CONTINUED)
Strategic report and directors’ report
The directors are responsible for the strategic report and the directors’ report. Our opinion on the financial statements does not cover those reports and we do not express an audit opinion thereon.
Our responsibility is to read the strategic report and the directors’ report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:
∙we have not identified material misstatements in the strategic report and the directors’ report;
∙in our opinion the information given in those reports for the financial year is consistent with the financial statements; and
∙in our opinion those reports have been prepared in accordance with the Companies Act 2006.
Matters on which we are required to report by exception
Under the Companies Act 2006 we are required 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 the 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.
We have nothing to report in these respects.
Directors’ responsibilities
As explained more fully in their statement set out on page 4, the directors are responsible for: the preparation of the financial statements and for being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; 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 they either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities
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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the FRC’s website at
www.frc.org.uk/auditorsresponsibilities.
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SODEXO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO HOLDINGS LIMITED (CONTINUED)
The purpose of our audit work and to whom we owe our responsibilities
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.
Martyn Barker (Senior Statutory Auditor)
for and on behalf of
KPMG LLP, Statutory Auditor
Chartered Accountants
1 St Peter's Square
Manchester
M2 3AE
28 May 2026
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SODEXO HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2025
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Income from fixed assets investments
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Interest receivable and similar income
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Interest payable and similar expenses
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Profit for the financial year
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There was no other comprehensive income for 2025 (2024: £NIL).
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The notes on pages 12 to 26 form part of these financial statements.
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SODEXO HOLDINGS LIMITED
REGISTERED NUMBER: 02987170
STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2025
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Debtors (including £251,002,000 (2024: £253,349,000) due after more than one year)
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Capital contribution reserve
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 12 to 26 form part of these financial statements.
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SODEXO HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2025
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Capital contribution reserve
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The notes on pages 12 to 26 form part of these financial statements.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
Sodexo Holdings Limited (the "Company"), a private company limited by shares, is incorporated, domiciled and registered in the UK. The Company's registered number is 02987170 and its registered office is One Southampton Row, London, WC1B 5HA.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' "FRS 101".
The presentational currency of these financial statements is Sterling (£). All amounts in the financial statements have been rounded to the nearest £1,000.
The Company is exempt by virtue of section 401 of the Companies Act 2006 from the requirement to prepare group financial statements. These financial statements present information about the Company as an individual undertaking and not about its group.
The following principal accounting policies have been applied:
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Financial Reporting Standard 101 - reduced disclosure exemptions
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In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of UK-adopted international accounting standards ("UK-adopted IFRS"), but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken.
The Company has taken advantage of the following disclosure exemptions under FRS 101:
∙the requirements of IFRS 7 Financial Instruments: Disclosures
∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement
∙the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
∙the requirements of IAS 7 Statement of Cash Flows
∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
This information is included in the consolidated financial statements of Sodexo SA as at 31 August 2025 and these financial statements may be obtained from The Secretary, Sodexo S.A., 255 Quai de la Bataille de Stalingrad, 92130 Issy-Les-Moulineaux, France.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
2.Accounting policies (continued)
The financial statements have been prepared on a going concern basis, which the directors consider appropriate for the following reasons:
The Company is part of the Sodexo UK and Ireland group of companies (the “UK&I Group”), which in turn forms part of the wider Sodexo Group, headed by Sodexo S.A., a company incorporated in France. The UK&I Group’s principal activities include the provision of facilities management and catering services across various sectors such as government, healthcare, corporate services, sports and leisure and education. Accordingly, the Company’s cash flows are influenced by the continuity, volume, and pricing of these operations.
The Company meets its day-to-day working capital requirements through operational cash flows and intercompany loan arrangements within the UK&I Group. The UK&I Group has demonstrated resilience in the face of economic challenges. This has been achieved through disciplined cash and balance sheet management, strong contract retention, a diversified client base across both public and private sectors, and robust inflation management processes. Furthermore, the UK&I Group continues to pursue organic growth opportunities, with several new contracts in the pipeline. Nonetheless, it remains vigilant and prepared for potential macroeconomic changes through sound commercial management and prudent cost control.
In determining the appropriateness of the going concern basis, the directors have reviewed cash flow and profit forecasts for the UK&I Group covering a period of at least 12 months from the date of approval of these financial statements. These forecasts incorporate a severe but plausible downside scenario, which assumes a deterioration in gross margin due to operational challenges, a reduction in revenue from non-renewal of key contracts, and under-recovery of inflation. In addition, this scenario does not factor in any mitigating actions that management could implement. Even under these conditions, the forecasts indicate that the UK&I Group would remain resilient.
There are no detailed forecasts prepared for Sodexo Holdings Limited as the company is an intermediary holding company and does not trade. At 31st August 2025, the company is in a net current liabilities position.
Sodexo S.A, which is the immediate and ultimate parent company of Sodexo Holdings Limited has indicated its intention to continue to make available such funds as are needed by the company, and that it does not intend to seek repayment of the amounts currently due to the group, which at 31 August 2025 amounted to £555,581,000, during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
Based on this assessment, the directors are confident that the Company will have sufficient resources to meet its obligations as they fall due for at least 12 months from the date of approval of the financial statements.
Accordingly, the financial statements have been prepared on a going concern basis..
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Interest receivable and similar income
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Interest income is from group companies and is recognised in the Statement of Comprehensive Income using the effective interest method.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
2.Accounting policies (continued)
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Interest payable and similar expenses
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Interest payable is to group companies and is recognised in the Statement of Comprehensive Income using the effective interest method.
Tax is recognised in the Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.
Investments in subsidiaries are carried at cost less impairment
The cost of fixed asset investments is their purchase cost together with any incidental costs of acquisition. Provision is made for any impairment in value as appropriate. Fixed asset investments are reviewed for impairment when changes in circumstances indicate that the carrying amount of the investment may not be recoverable. An impairment loss is recognised as an item of other expenditure in the Statement of Comprehensive Income for the amount by which the asset's carrying amount exceeds its recoverable amount.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are initially recognised at fair value and subsequently measured at amortised cost using the effective interest (EIR) method, less impairment. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR.The Company recognises loss allowances for expected credit losses (ECLs) on financial assets measured at amortised cost.
EIR amortisation is included in interest receivable and similar income in the Statement of Comprehensive Income. Losses arising from impairment are recognised in other operating expenses.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
2.Accounting policies (continued)
Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.
Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
Dividends are recognised as income in the Statement of Comprehensive Income unless the dividend clearly represents a recovery of part of the cost of the investment
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Impairment of assets - investments in subsidiaries
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Assets that are subject to depreciation or amortisation, such as investments in subsidiaries, are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised as an item of other expenditure in the Statement of Comprehensive Income for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or cash-generating unit (CGU's)) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
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Judgments in applying accounting policies and key sources of estimation uncertainty
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The preparation of financial statements requires management to make estimates and judgments which affect the amounts reported for assets, liabilities and contingent liabilities as of the date of preparation of the financial statements, and for revenues and expenses for the period.
Estimates and underlying assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are reasonable under the circumstances
Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.
The estimates which has the most material impact on the financial performance and position of the Company is in relation to the impairment of non-current assets, given the headroom seen in the annual impairment assessment, this is not a significant estimate.
See section 2.12 of the accounting policies for further detail of the Company's policy for the review of impairment.
Determining the carrying value of investments in subsidiaries, where indicators of impairment are observed, requires estimation of the value in use of the investment. The value in use calculations require an estimation of future cash flows expected to be generated by subsidiaries and of suitable discount rates in order to determine the present value of those cash flows.
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Administrative expenses represent central costs associated with the Sodexo UK Group activities which are not recharged to subsidiary undertakings.
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During the year, the Company obtained the following services from the Company's auditor and its associates:
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Fees payable to the Company's auditor and its associates for the audit of the Company's financial statements
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Fees payable to the Company's auditor are borne by other related undertakings.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
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The Company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL).
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The remuneration for the directors has been borne by another group company. The services provided by the directors to this company are incidental to their services for the wider group.
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Income from fixed asset investments
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Interest receivable and similar income
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Interest receivable from group companies
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Other interest receivable
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Interest payable and similar expenses
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Interest payable to group companies
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
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Current tax on profits for the year
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Adjustments in respect of previous years
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
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Adjustments to tax charge in respect of prior periods
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Dividends from UK companies
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Total tax credit for the year
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The company is a member of the Sodexo S.A. Group which is expected to be a MNE within the scope of Pillar Two. The Group has carried out preliminary work and does not anticipate any significant impact from this measure in the UK. As at 31 August 2025, no deferred tax has been recognised in application of the amendment to IAS 12 concerning the mandatory exemption from recognition of deferred tax in the financial statements.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
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Ordinary dividends paid to Sodexo S.A.
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Investments in subsidiary companies
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
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The following were subsidiary undertakings of the Company:
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Direct Subsidiary Undertakings
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One Southampton Row, London, WC1B 5HA
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Sodexo Services Group Limited
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One Southampton Row, London, WC1B 5HA
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Sodexo Management Services Limited
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One Southampton Row, London, WC1B 5HA
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Sodexo Remote Sites Support Services Limited
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5th Floor, Exchange Tower No.2, 62 Market Street, Aberdeen, AB11 5PJ
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Sodexo Corporate Services (No 1) Limited
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One Southampton Row, London, WC1B 5HA
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Sodexo Corporate Services (No 2) Limited
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Sodexo Stop Hunger Foundation
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One Southampton Row, London, WC1B 5HA
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Sodexo Circles U.K Limited
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Avalon House Breckland, Linford Wood, Milton Keynes, Buckinghamshire, England, MK14 6LD
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Sodexo Investment Services Limited
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One Southampton Row, London, WC1B 5HA
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Indirect Subsidiary Undertakings
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8 Poseidonos, Larnaca,6037 Cyprus
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One Southampton Row, London, WC1B 5HA
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Rugby Travel & Hospitality Limited
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One Southampton Row, London, WC1B 5HA
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The Good Eating Holdings Company Limited
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One Southampton Row, London, WC1B 5HA
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The Good Eating Company Limited
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One Southampton Row, London, WC1B 5HA
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Centerplate Europe Limited
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Centerplate Spain Limited
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
Subsidiary undertakings (continued)
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Lindley Catering Investments Limited
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One Southampton Row, London, WC1B 5HA
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Heathcotes Outside Limited
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One Southampton Row, London, WC1B 5HA
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Centerplate ISG Espana S.L.U.
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Sports Travel & Hospitality Limited
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Heritage Portfolio Limited
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49 North Fort Street,
Leith, Edinburgh,
Scotland, EH6 4HJ
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Hopetoun House, South
Queensferry, West
Lothian, EH30 9SL
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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The Contract Dining Company Limited
|
One Southampton Row, London, WC1B 5HA
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Class Catering Services Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Alliance in Partnership Limited
|
One Southampton Row, London, WC1B 5HA
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Kelvin Catering Management Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Food Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Services Company Limited
|
One Southampton Row, London, WC1B 5HA
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Acton Berkeley Travel Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Sodexo Care Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Catering Services Limited
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One Southampton Row, London, WC1B 5HA
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Sodexo Overseas Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Services Scotland Limited
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Suite 12 Buchanan Business Centre Cumbernauld Road, Stepps, Glasgow, Scotland, G33 6HZ
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
Subsidiary undertakings (continued)
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One Southampton Row, London, WC1B 5HA
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Taylorplan Services Limited
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One Southampton Row, London, WC1B 5HA
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The Cumbria & Lancashire Community Rehabilitation
Company Limited
|
One Southampton Row, London, WC1B 5HA
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The Northumbria Community Rehabilitation Company Limited
|
One Southampton Row, London, WC1B 5HA
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The Norfolk & Suffolk Community Rehabilitation Company Limited
|
One Southampton Row, London, WC1B 5HA
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The Essex Community Rehabilitation Company Limited
|
One Southampton Row, London, WC1B 5HA
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The Bedfordshire, Northamptonshire, Cambridgeshire & Hertfordshire Community Rehabilitation Company Limited
|
One Southampton Row, London, WC1B 5HA
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The South Yorkshire Community Rehabilitation
Company Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Genesis Facilities Management PLC
|
One Southampton Row, London, WC1B 5HA
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Keyline Travel Management Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Keyline Travel (Scotland) Limited
|
Suite 12 BuchananBusiness CentreCumbernauld Road,Stepps, Glasgow,Scotland, G33 6HZ
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KS Building Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Defence Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Education Services Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Healthcare Services Limited
|
Suite 12 Buchanan Business Centre Cumbernauld Road, Stepps, Glasgow, Scotland, G33 6HZ
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Sodexo International Holdings Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Land Technology Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Sodexo Property Solutions Limited
|
One Southampton Row, London, WC1B 5HA
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|
SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
Subsidiary undertakings (continued)
|
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Sodexo Share Trustees Limited
|
One Southampton Row, London, WC1B 5HA
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Sodexo Trustee Services Limited
|
One Southampton Row, London, WC1B 5HA
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Brookes Outside Catering Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Ring & Brymer Holdings Limited
|
One Southampton Row, London, WC1B 5HA
|
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Town & County Catering Limited
|
One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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One Southampton Row, London, WC1B 5HA
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Wheatsheaf Catering Limited
|
Suite 12 Buchanan Business Centre Cumbernauld Road, Stepps, Glasgow, Scotland, G33 6HZ
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Impairment assessment for investment in subsidiaries:
In assessing the recoverability of the carrying value of investments in subsidiaries held at the balance sheet date, management have assessed whether the net assets of the investment support the carrying value of the investments held by Sodexo Holdings Limited at 31st August 2025. Where the net assets do not support the carrying value of the investment and as such an impairment trigger is considered to be present, management have performed an impairment test using the principles of IAS 36, treating each investment in a subsidiary as a separate cash generating unit. The recoverable amount of each cash generating unit where net assets do not support the carrying value of the investment has been determined based on a value in use calculation. A cash flow forecast is prepared each year for each subsidiary and this has formed the basis of this calculation. Based on the impairment assessment performed, no impairment has been recognised at 31 August 2025 and 2024.
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
|
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Due after more than one year
|
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Amounts owed by group undertakings
|
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Amounts owed by joint ventures and associated undertakings
|
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Amounts owed by group undertakings
|
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Included in amounts due from group undertakings is an amount of £251,002,000 (2024: £251,002,000) repayable in June 2028, accruing interest at a rate of 2.12%. All remaining amounts are trading balances which are repayable on demand and do not accrue interest.
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
|
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Included in amounts owed to group undertakings is an amount of £14,690,000 (2024: £14,343,000) repayable on demand at a rate of 5.16% and an amount of £374,194,000 (2024: £424,997,000) repayable on demand at Bank of England base rate + 0.5%.
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Creditors: Amounts falling due after more than one year
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Amounts owed to group undertakings
|
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Amounts owed to group undertakings are repayable in June 2028 and accrue interest at a rate of 2.12%.
|
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SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
|
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Allotted, called up and fully paid
|
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312,799,971 (2024 - 312,799,971) Ordinary shares of £1.00 each
|
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|
66,846,500 (2024 - 66,846,500) Redeemable preference shares of £1.00 each
|
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Capital contribution reserve
The capital contribution reserve arose in 2002 as a result of the preference shareholders irrevocably waving their rights to £8,594,000 of previously proposed fixed cumulative preference dividends. The capital contribution reserve is a distributable reserve.
18.Commitments and guarantees
Parent Company Guarantees are held by Sodexo Holdings Limited up to a maximum of £257,170,000 over contracts with customers of Sodexo Limited, a subsidiary that is 100% owned.
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Related party transactions
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The group has taken exemption contained in paragraph 8 (k) of FRS101 from disclosure of intra-group transactions and balances as these are eliminated on consolidation in the financial statements of the ultimate parent undertaking.
During the year, the Company carried out transactions with related parties in the standard course of business. The names of the related party, nature of transaction and total value is shown below:
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Transaction with Agecroft Prison Management Limited:
|
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|
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Interest receivable for the year
|
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Post balance sheet events
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A dividend of £40,000,000 was paid post year-end on 10 December 2025 in respect of financial year 2025, to Sodexo S.A., the 100% shareholder of the Company.
|
|
SODEXO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025
The Company's ultimate and immediate parent company and controlling party is Sodexo S.A., a Company incorporated in France. This is the smallest group of undertakings for which consolidated financial statements are prepared. Copies of the consolidated financial statements can be obtained from The Secretary, Sodexo S.A., 255 Quai de la Bataille de Stalingrad, 92130 Issy-Les-Moulineaux, France.
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