Caseware UK (AP4) 2024.0.164 2024.0.164 truetruetruetrueInformation Technology consultancy activities2025-01-01false7587truefalsefalse 06175049 2025-01-01 2025-12-31 06175049 2024-01-01 2024-12-31 06175049 2025-12-31 06175049 2024-12-31 06175049 2024-01-01 06175049 c:Director1 2025-01-01 2025-12-31 06175049 c:Director3 2025-01-01 2025-12-31 06175049 c:RegisteredOffice 2025-01-01 2025-12-31 06175049 d:FurnitureFittings 2025-01-01 2025-12-31 06175049 d:FurnitureFittings 2025-12-31 06175049 d:FurnitureFittings 2024-12-31 06175049 d:FurnitureFittings d:OwnedOrFreeholdAssets 2025-01-01 2025-12-31 06175049 d:CurrentFinancialInstruments 2025-12-31 06175049 d:CurrentFinancialInstruments 2024-12-31 06175049 d:CurrentFinancialInstruments d:WithinOneYear 2025-12-31 06175049 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 06175049 d:ReportableOperatingSegment1 2025-01-01 2025-12-31 06175049 d:ReportableOperatingSegment1 2024-01-01 2024-12-31 06175049 e:UnitedKingdom 2025-01-01 2025-12-31 06175049 e:UnitedKingdom 2024-01-01 2024-12-31 06175049 e:RestEuropeOutsideUK 2025-01-01 2025-12-31 06175049 e:RestEuropeOutsideUK 2024-01-01 2024-12-31 06175049 e:RestWorldOutsideUK 2025-01-01 2025-12-31 06175049 e:RestWorldOutsideUK 2024-01-01 2024-12-31 06175049 d:UKTax 2025-01-01 2025-12-31 06175049 d:UKTax 2024-01-01 2024-12-31 06175049 d:ShareCapital 2025-12-31 06175049 d:ShareCapital 2024-12-31 06175049 d:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 06175049 d:RetainedEarningsAccumulatedLosses 2025-12-31 06175049 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 06175049 d:RetainedEarningsAccumulatedLosses 2024-12-31 06175049 d:RetainedEarningsAccumulatedLosses 2024-01-01 06175049 d:AcceleratedTaxDepreciationDeferredTax 2025-12-31 06175049 d:AcceleratedTaxDepreciationDeferredTax 2024-12-31 06175049 d:RetirementBenefitObligationsDeferredTax 2025-12-31 06175049 d:RetirementBenefitObligationsDeferredTax 2024-12-31 06175049 c:OrdinaryShareClass1 2025-01-01 2025-12-31 06175049 c:OrdinaryShareClass1 2025-12-31 06175049 c:OrdinaryShareClass1 2024-12-31 06175049 c:FRS102 2025-01-01 2025-12-31 06175049 c:Audited 2025-01-01 2025-12-31 06175049 c:FullAccounts 2025-01-01 2025-12-31 06175049 c:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 06175049 d:Subsidiary1 2025-01-01 2025-12-31 06175049 d:Subsidiary1 1 2025-01-01 2025-12-31 06175049 2 2025-01-01 2025-12-31 06175049 6 2025-01-01 2025-12-31 06175049 f:PoundSterling 2025-01-01 2025-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 06175049









Dept Design & Technology Ltd









Annual Report and Financial Statements

For the Year Ended 31 December 2025

 
Dept Design & Technology Ltd
 
 
Company Information


Directors
F L Schmid 
H T Luu 




Registered number
06175049



Registered office
9th Floor, Bridgewater House
Whitworth Street

Manchester

M1 6LT




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Stockport Exchange

Stockport

Cheshire

SK1 3GG





 
Dept Design & Technology Ltd
 

Contents



Page
Strategic Report
 
1 - 3
Directors' Report
 
4 - 5
Independent Auditors' Report
 
6 - 9
Statement of Income and Retained Earnings
 
10
Statement of Financial Position
 
11
Notes to the Financial Statements
 
12 - 23


 
Dept Design & Technology Ltd
 
 
Strategic Report
For the Year Ended 31 December 2025

Introduction
 
The Directors present their Strategic Report for the year ended 31 December 2025. 

Business review
 
DEPT®’s mission 

For the past decade, growth has been the metric that defined success. Every company chased it. Every team measured it. Every board demanded it.

But somewhere along the way, growth became a performance, a show of progress rather than progress itself. Dashboards filled up, strategies multiplied, and innovation departments bloomed. Yet the results often stayed the same. What looked like acceleration was, in truth, growth theatre, all motion, little movement.

The world doesn’t need more growth. It needs better growth.

Consumers are evolving faster than companies. Platforms emerge and explode in the time it takes to brief a campaign. New technologies redefine categories overnight. AI collapses the distance between creativity and code, between brand and performance.

And DEPT® is perfectly engineered for this mission. We drive customer growth for midsize to enterprise clients through end-to-end solutions ranging from advanced data engineering to digital marketing and AI-driven transformation.

We are focused on better growth - we’re committed to doing business the right way. We are united in building a company that has a positive impact on our people, our clients, and society. As a Certified B Corp, we are proud to be part of a global community of businesses balancing purpose and profit to be a force for good.

Summary financial information 

Turnover: £16.9m (2024: £14.1m). Turnover increased by 19.9%, primarily driven by the full-year revenue impact of one key client win secured towards the end of 2024, plus an expanded scope for an existing client.

Gross Profit: £5.3m (2024: £5.6m). The reduction in gross margin was largely driven by an increase in direct delivery costs to fulfill client contracts, specifically higher expenditure on external freelancers and sub-contracted services from group undertakings.

Profit Before Tax: £2.1m (2024: £2.3m). Profitability remained stable, with tight control over administrative overheads offsetting the slight contraction in gross margin.

Net Assets: £5.3m (2024: £3.9m). The net asset position strengthened by 35.9% year-on-year, reflecting profits retained within the business.

B Corp Certification 

DEPT® remains committed to its status as a Certified B Corp, reflecting our dedication to high standards of social and environmental performance, accountability, and transparency. In early 2025, the Group successfully completed its first recertification process.

This achievement validated the integration of our expanded global operations, incorporating our teams in the US, Australia, and India into the certification scope for the first time. Moving forward, we continue to utilise the B Corp framework to drive improvement initiatives and ensure our business serves as a consistent force for good.
 
Page 1

 
Dept Design & Technology Ltd
 

Strategic Report (continued)
For the Year Ended 31 December 2025


Awards

In 2025, DEPT® received significant international recognition, including Network of the Year at the Webby Awards, Agency of the Year at both the Lovie Awards and Anthem Awards, alongside multiple project-level honours across categories. These accolades underscore DEPT®'s dedication to innovation, creativity, and impactful work in the digital agency landscape.
Outlook and expected developments in 2026

For DEPT®, 2026 is expected to be characterised by continued focus on scaling its growth invention model, strengthening leadership in AI-enabled products and services, and deepening client relationships. This direction is supported by the appointment of a Chief Product Officer in early 2026 to help scale DEPT®’s product and AI capabilities.

At the same time, macroeconomic uncertainty, trade-related disruption and changing consumer behaviour are expected to continue influencing client priorities and spending patterns. DEPT®’s own 2025 NavigatorIQ research, based on a survey of more than 4,000 consumers across five markets, indicated heightened consumer sensitivity to price increases, delivery disruption and brand transparency. This reinforces the expectation that clients will continue to prioritise measurable return on investment, local relevance and trusted customer communication in 2026.

Overall, DEPT® believes it is well positioned for 2026, supported by its integrated offering across marketing and technology, its growing AI capabilities, and its continued focus on helping clients deliver growth in a more complex and fast-changing market environment.

Principal risks and uncertainties
 
DEPT® operates in a competitive global market where client expectations, pricing pressure, and rapid technological shifts continually redefine the competitive landscape. Macroeconomic factors can influence client budgets, project pipelines, and overall demand for digital services, which can give rise to uncertain growth assumptions. Geopolitical developments may further impact market stability, supply chains, and client investment priorities. Additionally, evolving regulatory frameworks across jurisdictions pose ongoing compliance and operational challenges. To mitigate this, DEPT® continually evolves its strategy in response to changing market conditions. In addition, management actively monitors macroeconomic, geopolitical and regulatory developments to enable timely identification of risks and appropriate responsive actions.

The pace of AI-driven disruption could render certain services, tools, or delivery models less competitive if DEPT® fails to adapt quickly enough. At the same time, increased efficiency through automation challenges traditional pricing models, potentially reducing billable hours unless value-based or outcome-driven pricing structures are established. AI also reshapes client expectations and accelerates innovation cycles. To mitigate this, DEPT® continues to invest in targeted development programmes. This is further supported by focused incubator initiatives which explore and accelerate the practical application of emerging technologies, including AI, within the business. In parallel, management closely monitors technological developments and evolving client expectations to ensure timely adaptation of services, delivery models, and pricing approaches.

Financial key performance indicators
 
See the Summary financial information included above for details of the financial key performance indicators.

Page 2

 
Dept Design & Technology Ltd
 

Strategic Report (continued)
For the Year Ended 31 December 2025


This report was approved by the board and signed on its behalf.



H T Luu
Director

Date: 23 September 2026

Page 3

 
Dept Design & Technology Ltd
 
 
 
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

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 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 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.

Results and dividends

The profit for the year, after taxation, amounted to £1,420,841 (2024 - £1,979,201).

A dividend of £Nil (2024: £2,006,426) was paid during the year.  The directors do not recommend the payment of a final dividend. 

Directors

The directors who served during the year were:

F L Schmid 
H T Luu 

Disclosure of information to auditors

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.

Page 4

 
Dept Design & Technology Ltd
 
 
 
Directors' Report (continued)
For the Year Ended 31 December 2025

Auditors

The auditors, Hurst Accountants Limited, 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.
 



H T Luu
Director

Date: 23 September 2026

Page 5

 
Dept Design & Technology Ltd
 
 
 
Independent Auditors' Report to the Members of Dept Design & Technology Ltd
 

Opinion


We have audited the financial statements of Dept Design & Technology Ltd (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


∙give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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


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 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.


Page 6

 
Dept Design & Technology Ltd
 
 
 
Independent Auditors' Report to the Members of Dept Design & Technology Ltd (continued)


Opinion 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 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
 

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.


Responsibilities of directors
 

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.


Page 7

 
Dept Design & Technology Ltd
 
 
 
Independent Auditors' Report to the Members of Dept Design & Technology Ltd (continued)


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 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.


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:

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks related to irregularities

In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

∙The nature of the industry and sector, control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
∙Enquiring of local management, including obtaining and reviewing supporting documentation, concerning the Company's policies and procedures relating to:
°Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
°Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected of alleged fraud;
∙The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
∙Discussing among the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud;
∙Obtaining an understanding of the legal and regulatory frameworks that the Company operates in, focusing on those laws and regulations that had a direct effect on the financial statements,  such as the Companies Act 2006, pensions and tax legislation, or that had a fundamental effect on the operations of the Company, including General Data Protection requirements, Anti-bribery and corruption policy, and Health & Safety.

Audit response to risks identified

Our procedures to respond to risk identified included the following:

∙Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
∙Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
∙Evaluation of management’s controls designed to prevent and detect irregularities;
∙Enquiring of management concerning actual and potential litigation and claims;
∙Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
∙Reading minutes of meetings of those charged with governance, reviewing internal audit reports and correspondence with regulators.
Page 8

 
Dept Design & Technology Ltd
 
 
 
Independent Auditors' Report to the Members of Dept Design & Technology Ltd (continued)



We have also considered the risks noted above in addressing the risk of fraud through management override of controls:

∙Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
∙Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
∙Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditors' Report.


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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.



Anthony Woodings (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants
Statutory Auditors
3 Stockport Exchange
Stockport
Cheshire
SK1 3GG

 
Date: 
23 September 2026
Page 9

 
Dept Design & Technology Ltd
 
 
Statement of Income and Retained Earnings
For the Year Ended 31 December 2025

2025
2024
Note
£
£

  

Turnover
 4 
16,893,990
14,079,444

Cost of sales
  
(11,627,035)
(8,491,080)

Gross profit
  
5,266,955
5,588,364

Administrative expenses
  
(3,298,148)
(3,325,790)

Operating profit
 5 
1,968,807
2,262,574

Interest receivable and similar income
 9 
143,875
11,865

Profit before tax
  
2,112,682
2,274,439

Tax on profit
 10 
(691,841)
(295,238)

Profit after tax
  
1,420,841
1,979,201

  

  

Retained earnings at the beginning of the year
  
3,917,485
3,944,710

Profit for the year
  
1,420,841
1,979,201

Dividends declared and paid
 11 
-
(2,006,426)

Retained earnings at the end of the year
  
5,338,326
3,917,485

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of income and retained earnings.

The notes on pages 12 to 23 form part of these financial statements.

Page 10

 
Dept Design & Technology Ltd
Registered number: 06175049

Statement of Financial Position
As at 31 December 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 12 
80,877
106,778

Investments
 13 
2,406
2,406

  
83,283
109,184

Current assets
  

Debtors: amounts falling due within one year
 14 
7,793,741
3,068,276

Cash at bank and in hand
 15 
433,355
2,632,822

  
8,227,096
5,701,098

Creditors: amounts falling due within one year
 16 
(2,957,192)
(1,871,593)

Net current assets
  
 
 
5,269,904
 
 
3,829,505

Total assets less current liabilities
  
5,353,187
3,938,689

Provisions for liabilities
  

Deferred tax
 17 
(13,861)
(20,204)

Net assets
  
5,339,326
3,918,485


Capital and reserves
  

Called up share capital 
 18 
1,000
1,000

Profit and loss account
 19 
5,338,326
3,917,485

  
5,339,326
3,918,485


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


H T Luu
Director

Date: 23 September 2026

The notes on pages 12 to 23 form part of these financial statements.

Page 11

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

1.


General information

Dept Design & Technology Ltd is a private company limited by shares, incorporated in England and Wales. The address of the registered office is 9th Floor, Bridgewater House, Whitworth Street, Manchester, M1 6LT. The nature of the Company's operations and its principal activities are information technology consultancy activities.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

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 the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Digital Agency Holding B.V. as at 31 December 2025 and these financial statements may be obtained from Generaal Vetterstraat 66, NL-1059BW, Amsterdam, The Netherlands.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom  and is therefore exempt from the requirement to prepare consolidated financial statements under  section 401 of the Companies Act 2006.

 
2.4

Going concern

The company has prepared the financial statements for the financial year ending 31st December 2025 on a going concern basis which assumes continuity of current business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.

The group headed by Digital Agency Holding B.V. has prepared financial forecasts to September 2027 and the directors have concluded that it is appropriate to prepare the financial statements on a going concern basis.

Page 12

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.5

Foreign currency translation

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 Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.6

Revenue

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:

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.

 
2.7

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 13

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.9

Pensions

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 Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

 
2.10

Current and deferred taxation

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 reporting 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 reporting 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 reporting date.


Page 14

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.11

Tangible fixed assets

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, using the straight-line method.

Depreciation is provided on the following basis:

Fixtures and fittings
-
20 - 25% straight-line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

Debtors

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.

 
2.14

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

 
2.15

Creditors

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.

Page 15

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

2.Accounting policies (continued)

 
2.16

Provisions for liabilities

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.
 
Deferred tax liabilities are also presented within provisions but are measured in accordance with the accounting policy on taxation.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.17

Financial instruments

The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable.
 
Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.
 
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.
 
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
 
Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an 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.

 
2.18

Dividends

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.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make judgements and estimates that affect amounts
recognised for assets and liabilities at the reporting date and the amounts of revenue and expenses incurred during
the reporting period. Actual outcomes may differ from these judgements, estimates and assumptions.

The directors believe that judgements, estimates and assumptions do not have a significant risk of causing a material
difference to the carrying amount of the assets and liabilities within the next financial year.

Page 16

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Sales of Services
16,893,990
14,079,444


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
9,641,348
6,969,641

Rest of Europe
5,933,269
5,033,717

Rest of the world
1,319,373
2,076,086

16,893,990
14,079,444



5.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Exchange differences
(32,173)
60,392

Other operating lease rentals
-
508


6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
20,085
19,500

Fees payable to the Company's auditors in respect of:

Taxation compliance services
1,030
1,000

Page 17

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

7.


Employees

Staff costs, including directors' remuneration, were as follows:


2025
2024
£
£

Wages and salaries
4,868,020
4,696,434

Social security costs
709,425
603,007

Cost of defined contribution scheme
183,770
173,936

5,761,215
5,473,377


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Employees
73
85



Directors
2
2

75
87


8.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
-
59,172

Company contributions to defined contribution pension schemes
-
2,167

-
61,339


During the year retirement benefits were accruing to no directors (2024 - 1) in respect of defined contribution pension schemes.


9.


Interest receivable

2025
2024
£
£


Interest receivable from group companies
136,280
-

Other interest receivable
7,595
11,865

143,875
11,865

Page 18

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

10.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
536,103
340,000

Adjustments in respect of previous periods
162,081
(40,097)


Total current tax
698,184
299,903

Deferred tax


Origination and reversal of timing differences
(6,343)
(4,665)

Total deferred tax
(6,343)
(4,665)


Tax on profit
691,841
295,238

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
2,112,682
2,274,439


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
528,171
568,610

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,589
3,554

Adjustments to tax charge in respect of prior periods
162,081
(40,098)

Group relief
-
(236,828)

Total tax charge for the year
691,841
295,238


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 19

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

11.


Dividends

2025
2024
£
£


Dividends paid to parent company
-
2,006,426


12.


Tangible fixed assets


Fixtures and fittings

£



Cost


At 1 January 2025
561,487


Additions
21,616


Disposals
(1,517)



At 31 December 2025

581,586



Depreciation


At 1 January 2025
454,709


Charge for the year
47,517


Disposals
(1,517)



At 31 December 2025

500,709



Net book value



At 31 December 2025
80,877



At 31 December 2024
106,778

Page 20

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

13.


Fixed asset investments





Investments in subsidiary companies

£



Cost 


At 1 January 2025
2,406



At 31 December 2025
2,406





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Dept Design & Technology Spain SL
Calle Maria Zambrano, 31 World Trade Center, 50018 Zaragoza, Spain
Ordinary
100%


14.


Debtors

2025
2024
£
£


Trade debtors
1,225,070
1,568,890

Amounts owed by group undertakings
5,808,235
349,350

Other debtors
31,826
83,783

Prepayments and accrued income
728,610
141,548

Tax recoverable
-
924,705

7,793,741
3,068,276


Amounts owed by group undertakings are unsecured and repayable on demand. Interest is calculated at the monthly floating rate plus 2.75%.


15.


Cash

2025
2024
£
£

Cash at bank and in hand
433,355
2,632,822


Page 21

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

16.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
242,148
172,072

Amounts owed to group undertakings
1,033,399
739,506

Corporation tax
586,462
-

Other taxation and social security
512,941
488,564

Other creditors
139,941
60,801

Accruals and deferred income
442,301
410,650

2,957,192
1,871,593


Amounts owed to group undertakings are unsecured and repayable on demand. Interest is calculated at the monthly floating rate plus 2.75%.


17.


Deferred taxation




2025
2024


£

£






At beginning of year
(20,204)
(24,869)


Credited to profit or loss
6,343
4,665



At end of year
(13,861)
(20,204)

The provision for deferred taxation is made up as follows:

2025
2024
£
£


Accelerated capital allowances
(20,219)
(26,694)

Pension surplus
6,358
6,490

(13,861)
(20,204)


18.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



1,000 (2024 - 1,000) Ordinary shares of £1.00 each
1,000
1,000


Page 22

 
Dept Design & Technology Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 31 December 2025

19.


Reserves

Profit and loss account

The profit and loss account represents the cumulative profits or losses net of dividends paid.


20.


Contingent liabilities

There is a fixed and floating charge over the assets of the company in respect of a senior facilities agreement of EUR 185,000,000 (2024: EUR 185,000,000) held by a foreign parent entity, Digital Agency Holding B.V. The Company is one of three UK-based group companies acting as chargor in the agreement.


21.


Pension commitments

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 £298,568 (2024: £173,936). Contributions totalling £28,969 (2024: £25,960) were payable to the fund at the reporting date and are included in other creditors. 


22.


Transactions with directors

During a previous year, a salary advance of £16,995 was made to one of the directors. This balance is to be deducted from future bonus payments and will not accrue any interest. The full amount remains outstanding as at 31 December 2025 (2024: £16,995). The individual in question is no longer a director but still remains employed by the Company.


23.


Controlling party

The immediate parent undertaking is Dept UK Holding Limited, a company registered in England and Wales, company number 10152012.

The smallest group for which consolidated accounts are prepared is Digital Agency Subholding B.V., a company registered in The Netherlands at Generaal Vetterstraat 66, NL-1059BW, Amsterdam, The Netherlands.  The largest group for which consolidated accounts are prepared is Digital Agency Holding B.V., a company registered in The Netherlands at the same address as above.

Consolidated accounts are available from the registered offices listed above.

The Carlyle Group Inc. is the ultimate parent undertaking (NASDAQ: CG).

 
Page 23