REGISTERED NUMBER: 01903747 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 October 2025

for

Dutton Recruitment Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Statement of Financial Position

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTORS:

Mr A D Sheekey

Mr K D Heppenstall

REGISTERED OFFICE:

28 Bailey Street

Sheffield

South Yorkshire

S1 4EH

REGISTERED NUMBER:

01903747 (England and Wales)

INDEPENDENT AUDITORS:

SMH Group Audit

Statutory Auditors

5 Westbrook Court

Sharrow Vale Road

Sheffield

South Yorkshire

S11 8YZ

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

REVIEW OF BUSINESS

The principal activity during the year was the provision of human resources to a diverse range of industries including energy, engineering, construction and healthcare.

The profit and loss account is set out on page 8 and shows the turnover for the year of £14.2m (2024: £19.3m), and an operating profit of £0.1m (2024: £0.3m).

The directors are satisfied with the performance of the business in a year of external challenges. The business as a whole was able to find new opportunities to enhance income streams which can be attributed as much to the quality of service Dutton Recruitment is well known for, as well as new investment choices.

Turnover and operating profit have declined compared to the previous year. Turnover has decreased by £5.1m and gross profit has decreased by £0.81m over the year. Operating profit has decreased overall in the year by £0.2m. Overall the directors feel the company is well placed to continue to deliver excellence to its clients and maintain strong trading patterns over the next twelve months.

PRINCIPAL RISKS AND UNCERTAINTIES

The market for the provision of human resources to the chosen sectors remains highly competitive. This competitive risk manifests itself in increased competition for staff, candidates and clients, service development and pricing pressures.

Business risk in these sectors is also attached to the viability of a number of the company's SME client base, however these debts are insured wherever possible and the inherent risk minimised.

The company holds financial instruments to finance its operations. Operations are financed by floating rate invoice discounting facilities. In addition various financial instruments such as trade debtors and trade creditors arise directly from the company's operations. The company does not enter into any hedging agreements.

KEY PERFORMANCE INDICATORS

The company measures its main financial KPI's based on turnover, gross profit and conversion of net fee income. As shown above the turnover has decreased by 26.4% and gross profit has decreased by 28.7%. The conversion of net fee income (operating profit divided by gross profit) on continuing operations has decreased to 5.6% (2024: 10.3%). The continued investment in the structure and support behind the underlying business is expected to improve over the next 12 months.

The company considers its main non-financial KPI's are in relation to both the environment and its staff. The company attempts to conduct its business in an environmentally friendly manner by encouraging recycling and minimising travel. The company also monitors staff turnover and the level of skill of its employees to ensure the business is run as efficiently as possible.

ON BEHALF OF THE BOARD:

Mr A D Sheekey - Director

31 July 2026

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the provision of human resources to a diverse range of industries including Energy, Engineering, Construction and Healthcare.

DIVIDENDS

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

DIRECTORS

The directors shown below have held office during the whole of the period from 1 November 2024 to the date of this report.

Mr A D Sheekey

Mr K D Heppenstall

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, SMH Group Audit, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr A D Sheekey - Director

31 July 2026

Opinion

We have audited the financial statements of Dutton Recruitment Limited (the 'company') for the year ended 31 October 2025 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 October 2025 and of its profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our assessment of the susceptibility to material misstatement, whether by fraud or error, is made in a risk based approach.

In this approach, laws and regulations applicable to the entity, such as the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice including Financial Reporting Standard 102, the relevant tax compliance

regulations within the UK, employment law, and Health and Safety law is considered, and the policies and controls the entity has in place to comply with these laws are reviewed, by discussion, reviews of correspondence and registrations monitored by external bodies. The engagement team remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Policies and controls relating to the risk of material misstatement as a result of fraud are also considered. These areas assessed by obtaining an understanding of the company's operations and control environment. The policies and controls have been reviewed by discussion, review and sample testing of accounting entries, challenging assumptions and judgements, reviewing and evaluating related parties transactions, and wider background searches.Testing of income recognition and cut off, along with testing of salary costs is also completed.

We have ensured that the engagement team have appropriate levels of competence and experience to effectively

monitor these risks and carry out work relevant to our assessment of each risk, including consideration of the industry the company operates in and its size and complexity.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

James Salim FCCA (Senior Statutory Auditor)

for and on behalf of SMH Group Audit

Statutory Auditors

5 Westbrook Court

Sharrow Vale Road

Sheffield

South Yorkshire

S11 8YZ

31 July 2026

TURNOVER

3

14,199,880

19,301,052

Cost of sales

12,190,968

16,481,925

GROSS PROFIT

2,008,912

2,819,127

Administrative expenses

2,216,612

2,829,152

(207,700

)

(10,025

)

Other operating income

321,000

300,000

OPERATING PROFIT

5

113,300

289,975

Interest payable and similar expenses

6

94,988

152,940

PROFIT BEFORE TAXATION

18,312

137,035

Tax on profit

7

(25,472

)

11,785

PROFIT FOR THE FINANCIAL YEAR

43,784

125,250

PROFIT FOR THE YEAR

43,784

125,250

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

43,784

125,250

FIXED ASSETS

Intangible assets

8

-

-

Tangible assets

9

106,737

138,339

Investments

10

10,399

10,399

117,136

148,738

CURRENT ASSETS

Debtors

11

3,850,120

4,182,446

Cash at bank and in hand

32,196

198,428

3,882,316

4,380,874

CREDITORS

Amounts falling due within one year

12

2,738,186

3,286,658

NET CURRENT ASSETS

1,144,130

1,094,216

TOTAL ASSETS LESS CURRENT LIABILITIES

1,261,266

1,242,954

PROVISIONS FOR LIABILITIES

14

20,960

46,432

NET ASSETS

1,240,306

1,196,522

CAPITAL AND RESERVES

Called up share capital

15

30,000

30,000

Retained earnings

1,210,306

1,166,522

SHAREHOLDERS' FUNDS

1,240,306

1,196,522

The financial statements were approved by the Board of Directors and authorised for issue on 31 July 2026 and were signed on its behalf by:

Mr A D Sheekey - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 November 2023

30,000

1,041,272

1,071,272

Changes in equity

Total comprehensive income

-

125,250

125,250

Balance at 31 October 2024

30,000

1,166,522

1,196,522

Changes in equity

Total comprehensive income

-

43,784

43,784

Balance at 31 October 2025

30,000

1,210,306

1,240,306

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 33.7.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 1998, has been amortised evenly over its estimated useful life of fifteen years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

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

Fixtures and fittings

-

25% on reducing balance

Motor vehicles

-

25% on reducing balance

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

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

Going concern

Management have prepared financial forecasts on a consolidated basis for a period covering at least 12 months from the date of signature of these financial statements. In preparing the forecasts, management have considered current levels of trading and the impact on both profitability and cash.

Accordingly, the Directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and have concluded that it is appropriate to prepare these financial statements on a going concern basis.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2025

2024

£

£

Provision of Human Resources

14,199,880

19,301,052

14,199,880

19,301,052

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

14,199,880

19,301,052

14,199,880

19,301,052

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

968,256

991,146

Social security costs

128,168

113,453

Other pension costs

19,812

20,275

1,116,236

1,124,874

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

2025

2024

Management

2

2

Sales and Administration

34

34

36

36

2025

2024

£

£

Directors' remuneration

-

-

5.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Hire of plant and machinery

118,924

135,814

Other direct costs

153,016

181,649

Depreciation - owned assets

35,155

45,151

Auditors' remuneration

6,800

6,800

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank interest

5,022

-

Bank loan and overdraft interest

89,966

142,682

Other Interest

-

10,258

94,988

152,940

7.

TAXATION

Analysis of the tax (credit)/charge

The tax (credit)/charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

-

34,966

Deferred tax

(25,472

)

(23,181

)

Tax on profit

(25,472

)

11,785

Reconciliation of total tax (credit)/charge included in profit and loss

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

2025

2024

£

£

Profit before tax

18,312

137,035

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

4,578

34,259

Effects of:

Expenses not deductible for tax purposes

7,077

11,580

Capital allowances in excess of depreciation

(17,937

)

(22,545

)

Group relief

(19,190

)

(11,509

)

Total tax (credit)/charge

(25,472

)

11,785

8.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 November 2024

and 31 October 2025

252,250

AMORTISATION

At 1 November 2024

and 31 October 2025

252,250

NET BOOK VALUE

At 31 October 2025

-

At 31 October 2024

-

9.	TANGIBLE FIXED ASSETS

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

£

£

£

COST

At 1 November 2024

47,094

187,595

193,660

428,349

Additions

-

-

3,553

3,553

At 31 October 2025

47,094

187,595

197,213

431,902

DEPRECIATION

At 1 November 2024

35,891

104,413

149,706

290,010

Charge for year

2,800

20,782

11,573

35,155

At 31 October 2025

38,691

125,195

161,279

325,165

NET BOOK VALUE

At 31 October 2025

8,403

62,400

35,934

106,737

At 31 October 2024

11,203

83,182

43,954

138,339

10.	FIXED ASSET INVESTMENTS

Unlisted

investments

£

COST

At 1 November 2024

and 31 October 2025

10,399

NET BOOK VALUE

At 31 October 2025

10,399

At 31 October 2024

10,399

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

2,541,554

3,293,325

Amounts owed by group undertakings

973,991

699,471

Other debtors

145,228

51,720

Tax

43,435

-

Prepayments

145,912

137,930

3,850,120

4,182,446

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

60,437

59,384

Amounts owed to group undertakings

-

338,249

Tax

-

16,565

Social security and other taxes

270,467

83,702

VAT

164,614

162,117

Other creditors

2,055,547

2,449,672

Accrued expenses

187,121

176,969

2,738,186

3,286,658

Included within other creditors is an amount £1,536,075 (2024: £2,284,240) relating to invoice discounting advances, these advances are secured by way of first fixed and floating charges over the present and future assets of the company.

13.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

41,383

101,838

Between one and five years

26,781

101,955

68,164

203,793

14.	PROVISIONS FOR LIABILITIES

2025

2024

£

£

Deferred tax

20,960

46,432

Deferred tax

£

Balance at 1 November 2024

46,432

Released during year

(25,472

)

Balance at 31 October 2025

20,960

15.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

30,000

Ordinary

£1

30,000

30,000

16.	RELATED PARTY DISCLOSURES

At the year end, companies outside the group but under the common control of Mr M Davison were owed £116,852 (2024: £270,032) from Dutton Recruitment Ltd.

The company rents premises from a company under the common control of Mr M Davison. During the year, Dutton Recruitment Ltd paid £50,000 (2024: £145,000) in rent to this company.

17.	ULTIMATE CONTROLLING PARTY

The controlling party is Mr M J Davison.

At 31 October 2025 the company's parent company was Portland Investment Group Limited, a company which is incorporated in the UK. The ultimate parent company is Portland Investment Group Holdings Limited. The consolidated accounts of this company are available to the public and may be obtained from Companies House, Cardiff.