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Registered number: 02465079
DBD DISTRIBUTION LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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DBD DISTRIBUTION LIMITED
COMPANY INFORMATION
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J L Charles (appointed 28 March 2025)
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Chartered Accountants and Statutory Auditors
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DBD DISTRIBUTION LIMITED
CONTENTS
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Independent auditors' report
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Statement of comprehensive income
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Statement of changes in equity
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Notes to the financial statements
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DBD DISTRIBUTION LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their strategic report and financial statements for the year ended 31 December 2025.
In March 2025, the former Group Shareholders transferred a majority shareholding to the DBD Employee
Ownership Trust (EOT). The Trust was established to ensure the long-term sustainability of the Group for the
benefit of its employees, recognising their central role in the Company’s success. The Board of Directors
continues to lead the business, maintaining its established strategy, culture, and values. Trading relationships
have remained stable, with continued support from all key stakeholders.
The Company’s principal activity remains the distribution of kitchen products to the UK housing market, with a
particular focus on the supply and installation of kitchen appliances for housebuilders. The business partners
with leading manufacturers to deliver a comprehensive service offering.
The UK economy experienced modest growth during the year, with the housebuilding sector continuing to play a
key role in economic output and employment. According to NHBC data, private sector new home registrations
increased by 11.8% in 2025, although completions decreased marginally by 0.5%. While reduced completions
have a direct impact on finishing services, the Company achieved a 31.2% increase in turnover by successfully
expanding market share. The strong pipeline of registrations in 2025 is also expected to support performance in
2026.
During the year, the business maintained a strong focus on operational efficiency, quality management, and
customer care. This included the effective management of an industry-wide consumables recall, which was
handled with minimal disruption to customers. Cost control and margin improvement initiatives remained a
priority, with early benefits already evident in 2026 performance.
The business continues to demonstrate its commitment to sustainability, targeting a 50% reduction in total
emissions by 2030 in line with Construction Industry goals. The Company actively monitors emerging
opportunities and remains dedicated to supporting its customers in achieving their sustainability objectives.
The Company continues to prioritise its people, fostering a culture of recognition, inclusion, and development.
Ongoing investment in employee wellbeing, engagement, and professional development has supported the
delivery of a highly motivated and effective workforce.
The Board is pleased to report that the Company remains financially robust and a trusted partner to its
customers, suppliers, and employees. The strategic focus remains on continuous improvement through
innovation, system development, and operational flexibility, ensuring the business can respond effectively to
evolving market conditions.
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DBD DISTRIBUTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company continually monitors market conditions to assess opportunities and risks in alignment with its
operating model. Key observations include:
1.NHBC reported an 11.8% increase in private sector new home registrations in 2025 compared with 2024. However, early indicators for 2026 show a 7.0% reduction in Q1 registrations versus Q1 2025, with declines observed across 8 of 12 UK regions.
2.The new-build housing market remains fundamental to the UK economy. Government targets to deliver 1.5 million new homes by 2029 imply annual delivery of over 300,000 units; however, 2025 completions reached only 122,012, highlighting a significant deficit in supply.
3.Long-term market fundamentals remain supportive, driven by structural housing shortages, ongoing mortgage availability, improving affordability from lower interest rates, and the continued use of shared ownership schemes.
4.The Company’s quality and trusted service offering and broad product range position it well to secure new projects and adapt to evolving customer requirements.
5.Strong trading performance reinforces the Company’s market position and supports its ability to capitalise on future growth opportunities
Principal risks and uncertainties
Risk management is embedded within the Company through a structured framework of policies, procedures, and internal controls. These are subject to Board oversight, with a strong emphasis on compliance with all regulatory, legal, ethical, and professional standards.
Liquidity Risk:
The Company actively manages cash flow and borrowing to optimise returns while ensuring sufficient liquidity to meet operational requirements. Advanced stock management systems support efficient inventory turnover, while automated credit control processes promote timely debt recovery.
Interest Rate Risk:
The Company is exposed to interest rate risk through its borrowings and banking facilities. Although Bank of England base rates have decreased during the year, the business mitigates exposure through effective working capital management and, where appropriate, the application of contractual interest on overdue balances.
Credit Risk:
The Company manages credit risk through rigorous credit assessment procedures and ongoing monitoring of trade debtors. Cash deposits and borrowings are placed only with institutions that meet Board-approved credit criteria. Provisions are made where necessary, and credit insurance is maintained for the majority of customer balances.
Economic Risk:
While wider economic conditions and consumer confidence influence housing demand, the structural undersupply of new homes continues to support the sector. However, the Board remains alert to risks including inflation, geopolitical instability, energy price volatility, and supply chain disruption. Mitigation measures include proactive supplier engagement, pricing strategies, and inventory planning to manage cost pressures and ensure product availability.
Security and Disaster Recovery:
The Company maintains robust disaster recovery and business continuity plans, which are regularly tested. Continued investment in IT infrastructure and systems mitigates technology risk, reduces technical debt, and ensures high standards of data security and operational resilience.
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DBD DISTRIBUTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Financial key performance indicators
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The Board monitors the performance of the Company by reference to a range of KPIs including the following:
2025 2024
Turnover by Employee £346,990 £255,894
EBITDA £1,734,859 £894,058
Operating Profit £1,421,262 £596,733
Debtor days 60 63
Stock turnover ratio 15 12
Future prospects and plans
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In January 2026, the Company implemented a new, cloud based and globally recognised financial management system following an extensive design and testing phase. This system enhances our ability to streamline processes, automate routine tasks and generate real time reporting, providing deeper strategic insight and supporting the Company’s continued growth.
The Company also refreshed its Values in Q1 2026 to ensure they are clearly understood, consistently referenced and embedded across the business. Our mission remains simple and unwavering: to be “the most trusted supplier to the housebuilder, built upon our people and values” acting with honesty and integrity, delivering a quality service and demonstrating genuine care for all stakeholders
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DBD DISTRIBUTION LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their report and the financial statements for the year ended 31 December 2025.
Directors' responsibilities statement
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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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;
∙make judgments 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 to 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.
The profit for the year, after taxation, amounted to £1,142,659 (2024 - £275,495).
An Ordinary dividend of £304,750 (2024: £303,066) was paid in the year. The Directors do not recommend payment of a final dividend.
The Directors who served during the year were:
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N Harvey (resigned 28 March 2025)
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J L Charles (appointed 28 March 2025)
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Qualifying third-party indemnity provisions
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There is a direct provision for indemnity for the Directors of the Company.
Matters covered in the Strategic report
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The financial risk management objectives and policies of the Company and the exposure of the Company to price risk, credit risk, liquidity risk and cash flow risk are addressed in the Strategic Report.
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DBD DISTRIBUTION LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Disclosure of information to auditors
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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 auditors are 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 auditors are aware of that information.
The auditors, Moore Kingston Smith LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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DBD DISTRIBUTION LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DBD DISTRIBUTION LIMITED
We have audited the financial statements of DBD Distribution Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, 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 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.
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 United Kingdom, including the Financial Reporting Council'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
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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.
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DBD DISTRIBUTION LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DBD DISTRIBUTION LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
Opinion on other matters prescribed by the Companies Act 2006
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
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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 Directors' report.
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, 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.
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DBD DISTRIBUTION LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DBD DISTRIBUTION LIMITED (CONTINUED)
Responsibilities of directors
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As explained more fully in the Directors' responsibilities 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, 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 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.
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DBD DISTRIBUTION LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DBD DISTRIBUTION LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
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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 Auditors' 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.
As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.
∙Conclude on the appropriateness of the Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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DBD DISTRIBUTION LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DBD DISTRIBUTION LIMITED (CONTINUED)
Explanations as to what extent the audit was considered capable of detecting irregularities, including fraud
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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.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
∙We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
∙We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
∙We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
∙We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
∙Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. 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.
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 Auditors' 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.
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DBD DISTRIBUTION LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DBD DISTRIBUTION LIMITED (CONTINUED)
Graham Wintle (Senior Statutory Auditor)
for and on behalf of
Moore Kingston Smith LLP
Chartered Accountants and Statutory Auditors
4 Victoria Square
St Albans
Hertfordshire
AL1 3TF
15 July 2026
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DBD DISTRIBUTION LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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Exceptional administrative expenses
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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 15 to 32 form part of these financial statements.
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DBD DISTRIBUTION LIMITED
REGISTERED NUMBER: 02465079
BALANCE SHEET
AS AT 31 DECEMBER 2025
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Debtors: amounts falling due within 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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Provisions for liabilities
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Capital redemption 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 15 to 32 form part of these financial statements.
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DBD DISTRIBUTION LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Capital redemption reserve
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Comprehensive income for the year
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Dividends: Equity capital
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Total transactions with owners
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Comprehensive income for the year
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Dividends: Equity capital
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Total transactions with owners
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The notes on pages 15 to 32 form part of these financial statements.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
DBD Distribution Limited is a private company limited by shares, incorporated in England and Wales. The address of the registered office is given on the company information page. The nature of the Company's operations and its principal activities are described in the Strategic Report.
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 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has made a profit of £1,136,891 for the year ended 31st December 2025 and had net assets at that date of £5,969,730.
Based on the forecasts produced and the financial position of the Company, the directors have concluded that there is a reasonable expectation that the Company has adequate resources to continue in operational existence for at least 12 months from the approval of the financial statements. As such, the financial statements have been prepared on a going concern basis.
The Company, being a subsidiary undertaking of a group where more than 90% voting rights are controlled within the group whose consolidated statements are publicly available, is exempt from the requirement to produce a cash flow statement in accordance with paragraph 1.12(b) of FRS 102.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Company has transferred the significant risks and rewards of ownership to the buyer;
∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss 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 balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Exceptional items are transactions that fall within the ordinary trading activities of the Company but we draw your attention to them separately here due to their size or incidence.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation is charged to administrative expenses within the Statement of Comprehensive income.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.
Depreciation is provided on the following basis:
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25% reducing balance / straight line over life of leasehold
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Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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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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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Basic 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 Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
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.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. The nature of estimation means the actual outcomes could differ from those estimates. There are no judgments made that have a significant effect on the amounts recognised in the financial statements.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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An analysis of turnover by class of business is as follows:
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All turnover arose within the United Kingdom.
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The operating profit is stated after charging:
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Other operating lease rentals
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During the year, the Company obtained the following services from the Company's auditors:
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Fees payable to the Company's auditors for the audit of the consolidated and parent company's financial statements
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Staff costs, including Directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the Directors, during the year was as follows:
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Company contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to 5 Directors (2024 - 6) in respect of defined contribution pension schemes.
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The highest paid Director received remuneration of £210,829 (2024 - £120,129).
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The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £2,642 (2024 - £2,642).
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Interest payable and similar expenses
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Finance leases and hire purchase contracts
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Current tax on profits for the year
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
10.Taxation (continued)
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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 - higher 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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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Fixed asset timing differences
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Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
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Remeasurement of deferred tax for changes in tax rates
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Other differences leading to an increase (decrease) in the tax charge
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Group relief surrendered/(claimed)
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Total tax charge for the year
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Factors that may affect future tax charges
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There were no factors that may affect future tax charges.
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Dividends on ordinary shares
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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During the prior year the Company settled the dilapidations estimate from the year ended 31 December 2023 and the impact on the financial statements was a net return. These costs were one-off in nature and so will not impact the future sustainable profitability of the Company.
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Charge for the year on owned assets
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Charge for the year on owned assets
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Charge for the year on financed assets
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The net book value of land and buildings may be further analysed as follows:
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The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Finished goods and goods for resale
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Amounts owed by group undertakings
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Prepayments and accrued income
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Cash and cash equivalents
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts
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Accruals and deferred income
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Bank overdrafts include a factored loan secured by way of a fixed and floating charge over all assets of the Company. Amounts under hire purchase agreements are secured over the asset to which each agreement pertains.
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Creditors: Amounts falling due after more than one year
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Net obligations under finance leases and hire purchase contracts
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Amounts under hire purchase agreements are secured over the asset to which each agreement pertains.
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Minimum lease payments under hire purchase fall due as follows:
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Charged to profit or loss
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The provision for deferred taxation is made up as follows:
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Fixed asset timing differences
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Short term timing differences
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Allotted, called up and fully paid
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400 (2024 - 400) Ordinary shares of £1.00 each
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The Company has one class of Ordinary share which is entitled to one vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution. Each share is entitled pari passu to participate in a distribution arising from a winding up of the company. There has been no change in share capital in 2025 or 2024.
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Capital redemption reserve
The capital redemption reserve represents the consideration paid to repurchase the company's own shares.
Profit & loss account
The balance in the profit and loss account represents the total distributable reserves of the company.
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £196,862 (2024: £94,951).
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Commitments under operating leases
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At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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26.Other financial commitments
There is a multilateral guarantee over bank loans and overdrafts given between DBD Distribution Limited, DBD Contracting Limited and DBD Enterprises Limited.
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Related party transactions
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At the year end there were balances owed by/(owed to) the following group companies:
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The Company is a wholly owned subsidiary of DBD Enterprises Limited, as is DBD Contracting Limited. The Company has therefore taken advantage of exemptions under Financial Reporting Standard Section 33.1A and so is not required to disclose transactions entered into between the above members of the group.
During the year, an entity which is a related party to DBD Distribution Limited, by virtue of being controlled by a person who is a close relation of a director of DBD Distribution Limited, charged the Company for consultancy services amounting to £45,614 (2024: £Nil). At the year end the Company owed this related party £4,500 (2024: £Nil).
During the year, a company which is a related party to the Group, by virtue of being controlled by a close family member to a director, charged the Group for consultancy services amounting to £23,280 (2024: £22,631). At the year end the Company owed this related party £1,151 (2024: £Nil).
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DBD DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The immediate and ultimate parent undertaking is DBD Enterprises Limited, a company incorporated in England and Wales. The registered office of the parent company is the same as that of the company. Until 28 March 2025 the Company's ultimate controlling party was S D Firth-Bernard, by virtue of his majority shareholding in DBD Enterprises Limited. Following a group restructure on that date, the directors consider that there is no individual ultimate controlling party.
DBD Enterprises Limited is the head of the largest and smallest group for which consolidated financial statements are produced. Copies of the consolidated financial statements are publicly available at Companies House.
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