REGISTERED NUMBER: 11294345 (England and Wales)

STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024

FOR

SANTIO LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

6

Report of the Independent Auditors

11

Income Statement

15

Other Comprehensive Income

16

Balance Sheet

17

Statement of Changes in Equity

18

Cash Flow Statement

19

Notes to the Cash Flow Statement

20

Notes to the Financial Statements

21

DIRECTORS:

G S Harike

S S Kandola

G Dhaliwal

REGISTERED OFFICE:

Beckwith Barn

Warren Estate

Lordship Road

Chelmsford

Essex

CM1 3WT

BUSINESS ADDRESS:

Kennicott House

Well Lane

Wednesfield

West Midlands

WV11 1XR

REGISTERED NUMBER:

11294345 (England and Wales)

SENIOR STATUTORY AUDITOR:

Timothy Harbour Bsc FCA

INDEPENDENT AUDITORS:

Xeinadin Audit Limited

Beckwith Barn

Warren Estate

Lordship Road

Writtle

Essex

CM1 3WT

The directors present their strategic report for the year ended 30 September 2024.

The directors aim to present a balanced and comprehensive review of the developments and performance of the Company during the period and its position at the period end. This review is consistent with the size and complexity of the Company and is written in the context of the risks and uncertainties faced by the company.

FAIR REVIEW OF BUSINESS

Principal activities:

The Company trades in the quick service restaurant industry, fulfilling obligations under a service agreement with a franchisee operating a pizza take away and delivery business across the United Kingdom.

Results for the Financial Year:

The audited financial statements for the year ending 30 September 2024 report a profit before tax of £464k (2023: £506k). The statement of financial position details net assets of £2.14m (2023: £1.68m).

Business review:

The directors consider the key financial indicators that best communicate the financial performance of the Company are as follows:

Year ended

Year ended

30 September 2024

30 September 2023

£m

£m

Revenue

304.2

296.7

Gross margin

10.5%

10.4%

Profit/(loss) before tax for the financial year

0.46

0.51

Revenue in the year increased by 2.5% to £304.2m. This increase was driven by the Company's continued expansion in the number of sites operated. A further 16 sites were opened during the year, taking the total estate to 270 sites, as at 30 September 2024.

Pleasingly the Company was able to hold its gross margin broadly constant year on year in spite of inflationary pressures on food purchases. Operating profit remained flat year on year, partly due to the high number of sites openings in the year, as these carry pre-opening costs incurred before the sites begin to trade.

PRINCIPAL RISKS AND UNCERTAINTIES

The Company faces a number of risks and uncertainties which may have an adverse impact on its operations, performance, future targets and the ability to deliver its targets.

The risks and uncertainties noted below represent those which the directors consider to be the most significant in achieving the Company's business plan. These principal risks do not comprise all of the risks associated with the company and are not set out in any order of priority.

Damage to the Brand:

The success of the Company is based on the operation of the franchisor's brand. If any significant external events were to occur that impacted the integrity of this brand, it could result in financial performance declining.

The directors believe that strong governance and controls, operated both internally and by the franchisor, help to both protect and strengthen the brand.

Competition:

The Company operates in a very competitive and fragmented market which is constantly bringing new concepts and products to market. Other fast-food restaurants and takeaway businesses are in direct competition with pizza chains.

The franchisee company, which is part of a larger franchising group. The directors are able to leverage this resource and have been able to maintain a strong online channel and excellent brand recognition to help mitigate this risk.

Services Agreement:

The Company operates under a Services Agreement for a number of take-away food outlets. The agreement renews for a 12 month period at each anniversary date. Either party may give 3 months notice to terminate the agreement with effect from the end of the next agreed term.

At present there are no issues or disputes under the current agreement. The business relationship is beneficial for both parties and expectations are the agreement will be renewed at the next anniversary.

Food Safety and Regulation:

The Company is required to comply with all relevant health and safety and food hygiene procedures and regulations. The directors have implemented rigorous site audits to ensure compliance and operating working practices are maintained to the highest standard.

Staff Recruitment and Retention:

The Company recognises its continuing development is based on its employee's contributions in an industry which has high levels of staff turnover.

Staff retention and recruitment of suitable candidates for new restaurants and developing central support functions are recognised by management as being key drivers for success.

SECTION 172(1) DIRECTORS STATEMENT OF COMPLIANCE

As required by section 172 of the UK's Companies Act, a director of a company must act in the way they consider, in good faith, to be most likely to promote the success of the Company for the benefit of its stakeholders.

Our stakeholders are integral to the long-term success of the business. To ensure we take their views into account we engage with each of our stakeholder groups throughout the year. These stakeholders include our shareholders, franchisor, employees, suppliers and the local community.

Shareholders:

The shareholder is also a director of the company and hence decisions made by the Board are aligned to, and will accommodate the interests of the single shareholder.

Employees:

Our employees are a vital asset to our business. The directors seek to promote employee welfare, ensure employees are engaged in the business and are empowered to perform their duties.

The rigorous recruitment process ensures employees have the right capabilities for the role. Investment into the design of in-store and e-learning training programmes enables our employees to perform their duties. The company fosters a supportive, inclusive work environment, offering fair remuneration, opportunities for growth and prioritising health and safety.

The directors regularly recognise and reward employees for their hard work during the year and hold events to keep managers informed of Company strategy for the year ahead. Senior management hold weekly meetings to evaluate current trading performance which is then fed back to the restaurant managers.

Suppliers & Others:

As the Company operates under a service agreement it is imperative to maintain a strong and trusted relationship with both the counterparty and the ultimate franchisor. The Board has regular communication forums with both parties at all times throughout the year. As the Company holds the detailed knowledge of day to day operations, the Board seek to influence and inform strategic decisions of these parties for the benefit of all stakeholders.

The Company seeks to follow best industry practices for effectively managing our third party suppliers. Our teams seek transparent and mutually beneficial relationships, ensuring fair dealings and ethical practices. Suppliers are paid in line with agreed terms and conditions.

Customers:

The directors always strive to ensure the product quality and product delivery exceeds the expectations of our customers. Understanding the needs and experience of our customers is a key part of company decision making. Regular menu development helps the company adapt to changing consumer tastes. The directors seek and act on customer feedback from both trials of such initiatives and from ongoing customer reviews.

Community and Environment:

The directors recognise a responsibility to support the local community and to reduce the Company's carbon footprint.

ENGAGEMENT WITH EMPLOYEES

The Directors engage in regular communication with employees in order to provide and to listen to feedback on both corporate and individual performance and issues.

Store performance, as measured by key performance indicators, is communicated on a weekly basis to store managers. A KPI led bonus scheme exists to reward assistant managers and above for outstanding performance.

Wider regional or group performance is communicated to senior management as relevant. On an annual basis, the CEO will communicate company performance to all store managers at the Annual Awards ceremony. At this event, company strategy is also communicated to attendees.

The company is highly operational in nature and as such following due process is very important. For this reason, the directors seek to regularly communicate policies and procedures, as well as updates on topical issues. As an example, we distribute a policy as a reminder to employees alongside monthly payslips. In addition, a weekly company newsletter is published to highlight operational issues and resolutions.

Employees have various opportunities to provide feedback. This may be via bi-annual performance reviews, or for example via a private Facebook group where employees can engage with senior management on their product or operational ideas. There also exists an internet portal whereby employees can report concerns on an anonymous basis.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

The directors of the business and other leadership within the operations and finance teams have regular contact with the customers, suppliers, and other stakeholders within the business to ensure a mutually beneficial business relationship. Regular feedback is received from various parties and as operators of a global brand the directors always try to ensure as well as improve the product quality, product delivery and the perceived of value for money.

GOING CONCERN ASSESSMENT

The directors have considered the cashflow requirements of the Company for a period of at least twelve months from the date of approval of these financial statements and are satisfied that sufficient financial resources will continue to be made available and that the Company will be able to meet its debts and fund its growth as they fall due.

Historically, the Company has been highly cash generative and has been able to self-fund its growth. The Company's financial forecasts do not highlight any requirement for additional capital.

Accordingly, these financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the Company.

ON BEHALF OF THE BOARD:

S S Kandola - Director

8 September 2025

The directors present their report with the financial statements of the Company for the year ended 30 September 2024.

DIVIDENDS

No dividends will be distributed for the year ended 30 September 2024.

FUTURE DEVELOPMENTS

The quick service restaurant industry remains a highly competitive environment. The directors believe a growing consumer preference for convenience and affordability will continue to support the Company's trade.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 October 2023 to the date of this report.

G S Harike

S S Kandola

G Dhaliwal

POLITICAL DONATIONS AND EXPENDITURE

The Company made no political donations during the period.

CASHFLOW RISK

The Company has historically been cash generative. Nonetheless, to ensure all liquidity requirements are met, the company regularly reviews any present obligations and prepares cash flow forecasts considering any changes and growth in operations.

CREDIT RISK

The Company's principal financial assets are cash and loans to related parties. The Company has minimal trade or other debtors. The directors therefore consider there to be little or no risk in respect of the balances with any third parties that would impact the availability of credit for the Company.

EMPLOYMENT POLICIES

The Company is committed to the principle of equal opportunity in employment. The Company recruits and selects applicants for employment based solely on a person's qualifications and suitability for the position, whilst bearing in mind equality and diversity. It is the Company's policy to recruit the most capable person available for each position.

The Company gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a handicapped or disabled person. Where existing employees become disabled, it is the Company policy wherever practicable to provide continuing employment under normal terms and conditions and to provide training and career development and promotion to disabled employees wherever appropriate.

Employees are encouraged to participate in the success of the business through performance related remuneration. All management and staff are expected to communicate fully the ongoing performance of their own area of responsibility.

BUSINESS REVIEW

A review of the business and its principal risks and uncertainties is set out in the strategic report on pages 2 to 5 of these financial statements.

STATEMENT OF CORPORATE GOVERNANCE ARRANGEMENTS

For the year ended 30 September 2024 Santio Limited has not used any formal Corporate Governance guideline, although on review and considering the size, scope and future plans of the Company the directors have plans in place to apply the guidelines from the Wates Corporate Governance principles as far as is considered appropriate.

The Company remains committed to ensuring effective governance is in place to deliver its core values as this is the foundation on which it manages and controls its business and provides the platform for sustainable growth and profitability.

The Wates principles provide a framework for the Company to demonstrate how the directors make decisions for the long-term success of the business, and how the Company complies with the requirements of Section 172 of the Companies Act 2006.

Principle 1- Purpose and Leadership

The Group has a single shareholder/family led leadership team. The leadership team is highly educated with wide experience in the business.

The core purpose of the company is to provide our customers with high quality take away meals and quick service. This is driven by the core values of caring culture, look after the customers, act disciplined and professional, innovation, reward, recognise and empower.

Principle 2- Board Composition.

The shareholder/director is supported by two other Directors with an extensive experience and are market leaders in the industry. The Company holds regular board meetings also holds sub-board teams/committees across the business looking after people, finance, IT, and operations. These committees report direct to the board of directors.

Principle 3- Directors Responsibilities

The Directors are fully aware of their responsibilities to the Company. They are also up-to-date with compliance as responsible directors and keep an eye on the updates as the environment evolves.

Principle 4 - Opportunity and Risk

The Company looks to optimise commercial opportunities with a fast moving and agile senior management team. All commercial risk is managed through regular board and committee meetings.

Principle 5 -Remuneration.

Remuneration of Directors and senior leaderships are aligned to market rates irrespective of whether they hold a financial interest in the company or not.

Principles 6 - Stakeholder Relationship and Engagement.

Covered in section "SECTION 172(1) DIRECTORS STATEMENT OF COMPLIANCE" of this report.

STREAMLINED ENERGY AND CARBON REPORTING

The SECR framework requires the Company to report energy usage information and any energy efficiency action taken in the period under review.

2024

2023

Energy consumption used to calculate emissions (kWh)

86,558,200

86,251,662

Energy consumption break down (kwh):

- Natural gas

31,054,537

30,597,185

- Electricity

15,629,813

15,789,321

- Reimbursed employee mileage

39,873,850

39,835,156

Scope 1 emissions in metric tonnes CO2e

- Natural gas

5,679

5,597

Scope 2 emissions in metric tonnes CO2e

- Purchase of electricity

3,236

3,269

Scope 3 emissions in metric tonnes CO2e

- Reimbursed employee mileage

8,887

8,966

Total gross emissions in metric tonnes CO2e

17,802

17,832

Intensity ratio total CO2e per £m of revenue

58.52

60.11

Quantification and reporting methodology

This report has been calculated using the GHG Protocol - A Corporate Accounting and Reporting Standard (World Business Council for Sustainable Development and World Resources Institute, 2004); Greenhouse Gas Protocol - Scope 2 Guidance (World Resources Institute, 2015); ISO 14064-1 and ISO 14064-2 (ISO, 2018; ISO, 2019a); Environmental Reporting guidelines: Including Streamlined Energy and Carbon Reporting Guidance (HM Government, 2019).

Government Emissions Factor Database 2023 version 1.1 has been used, utilising the published kwh gross calorific value (CV) and KGCO2e emissions factors relevant for the reporting period.

Intensity measurement

The chosen intensity measurement ratio is total gross emissions in tCO2e/£m turnover

Measures taken to improve energy efficiency

Santio Limited continues to strive for energy and carbon reduction arising from our activities. The following actions form a part of our ongoing efforts to reduce the environmental impact.

-

Operational activities: Staff are trained to operate with only one gas oven during lean customer periods instead of habitually switching on multiple ovens.

-

Air conditioning: Control panels are password protected to ensure it is locked to deliver optimum temperatures. Its operation is cut if either of the sites front or rear doors are not shut.

-

Store Refurbishments: We strive to modernise and improve energy efficiency as we undertake store refurbishments. Examples include:

-

We now install a new Eco-friendly natural gas refrigerated pizza prepping table which reduces electric consumption by 1,750kwh per year.

-

Installation of newer model ovens which are more energy efficient.

-

Introduction of 'last man kill switches' linked to the alarm systems. This ensures all ovens, lights, signage, extraction units are all switched off instead of being accidentally left on by staff.

-

All signage and internal lights being switched to LEDs.

-

Replacement of single glazing with double glazing.

-

E-Bikes: We now have a fleet of c.400 e-bikes. These are gradually replacing some of our existing motor vehicles and mopeds. We believe that over the next 2-3 years circa 50% of our customer deliveries will be made by an e-bike again reducing our overall carbon footprint.

-

Trials: We are trialling a hot water pre-heat system which uses the heat removed from the walk in Freezer and pre-heats the water before it goes into the boiler, this potentially could save £6k per year in electricity for heating water.

Materiality

Santio Limited. has, to the best of its knowledge, included 100% of all energy sources within this report.

DISCLOSURE IN THE STRATEGIC REPORT

As permitted by Paragraph 1A of Schedule 7 to the Large and Medium-size Companies and Group (Accounts and reports) Regulation 2008, certain matters which are required to be disclosed in the directors report have been omitted as they are included in the strategic report on page X to X. These matters relate to engagement with employees, engagement with suppliers, customers and others.

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), 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 and then apply them consistently;

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

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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, Xeinadin Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

S S Kandola - Director

8 September 2025

Opinion

We have audited the financial statements of Santio Limited (the 'Company') for the year ended 30 September 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the Company's affairs as at 30 September 2024 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 nine, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditors' responsibilities for the audit of the financial statements

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

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

The objectives of our audit, in respect to irregularities, including 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 respond appropriately to fraud or suspected fraud identified during the audit, to obtain audit evidence regarding compliance with provisions of applicable laws and regulations, and to respond appropriately to any non-compliance identified. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

In identifying and assessing risks of material misstatement in respect of irregularities including fraud and non-compliance with laws and regulations our approach was to consider the following:

- the nature of the industry or sector, control environment and business performance;

- the results of enquiries of management about their own identification and assessment of the risks of

irregularities;

- matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, employment law, tax legislation and health and safety.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate.

We assessed the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: recognition of income, value of stock and payroll. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

Our procedures to respond to risks identified included the following:

- reviewing the financial statement disclosures and testing to supporting documentation;

- enquiring of management concerning actual and potential litigation and claims;

- reviewing material legal costs in the period;

- performing analytical procedures to identify unusual or unexpected relationships;

- reviewing correspondence with HMRC;

- testing the appropriateness of judgements made in making accounting estimates, journal entries and other adjustments made by management for indications of potential bias; and

- evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

- Reviewing compliance with the contractual services agreement terms and conditions

- interim stock count testing to review the perpetual stock system reporting.

- performing system checks of the third party sales system.

The likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. 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. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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.

Timothy Harbour Bsc FCA (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit Limited

Beckwith Barn

Warren Estate

Lordship Road

Writtle

Essex

CM1 3WT

8 September 2025

TURNOVER

4

304,187,961

296,683,114

Cost of sales

272,353,811

265,775,169

GROSS PROFIT

31,834,150

30,907,945

Administrative expenses

31,460,102

30,480,327

374,048

427,618

Other operating income

5

90,250

81,589

OPERATING PROFIT

464,298

509,207

Interest payable and similar expenses

9

328

2,823

PROFIT BEFORE TAXATION

463,970

506,384

Tax on profit

10

188,032

1,111,427

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

275,938

(605,043

)

PROFIT/(LOSS) FOR THE YEAR

275,938

(605,043

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

275,938

(605,043

)

CURRENT ASSETS

Stocks

11

1,370,404

1,686,262

Debtors

12

11,961,791

11,598,488

Cash at bank and in hand

13

2,610,906

2,423,336

15,943,101

15,708,086

CREDITORS

Amounts falling due within one year

14

13,985,857

14,026,780

NET CURRENT ASSETS

1,957,244

1,681,306

TOTAL ASSETS LESS CURRENT LIABILITIES

1,957,244

1,681,306

CAPITAL AND RESERVES

Called up share capital

15

100

100

Retained earnings

16

1,957,144

1,681,206

SHAREHOLDERS' FUNDS

1,957,244

1,681,306

The financial statements were approved by the Board of Directors and authorised for issue on 8 September 2025 and were signed on its behalf by:

S S Kandola - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 October 2022

100

2,286,249

2,286,349

Changes in equity

Total comprehensive income

-

(605,043

)

(605,043

)

Balance at 30 September 2023

100

1,681,206

1,681,306

Changes in equity

Total comprehensive income

-

275,938

275,938

Balance at 30 September 2024

100

1,957,144

1,957,244

Cash flows from operating activities

Cash generated from operations

1

178,368

(420,489

)

Interest paid

(328

)

(2,823

)

Tax paid

(110,808

)

(91,934

)

Net cash from operating activities

67,232

(515,246

)

Cash flows from financing activities

Related party loans (to)/from

120,338

-

Net cash from financing activities

120,338

-

Increase/(decrease) in cash and cash equivalents

187,570

(515,246

)

Cash and cash equivalents at beginning of year

2

2,423,336

2,938,582

Cash and cash equivalents at end of year

2

2,610,906

2,423,336

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

2024

2023

£

£

Profit before taxation

463,970

506,384

Finance costs

328

2,823

464,298

509,207

Decrease/(increase) in stocks

315,858

(196,154

)

(Increase)/decrease in trade and other debtors

(483,641

)

1,376,753

Decrease in trade and other creditors

(118,147

)

(2,110,295

)

Cash generated from operations

178,368

(420,489

)

2.	CASH AND CASH EQUIVALENTS

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

Year ended 30 September 2024

30.9.24

1.10.23

£

£

Cash and cash equivalents

2,610,906

2,423,336

Year ended 30 September 2023

30.9.23

1.10.22

£

£

Cash and cash equivalents

2,423,336

2,938,582

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.10.23

Cash flow

At 30.9.24

£

£

£

Net cash

Cash at bank and in hand

2,423,336

187,570

2,610,906

2,423,336

187,570

2,610,906

Total

2,423,336

187,570

2,610,906

1.	STATUTORY INFORMATION

Santio 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.

The presentation currency of the financial statements is the Pound Sterling (£), which is the functional currency of the company.

Amounts in these financial statements are rounded to the nearest Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

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.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

These financial statements contain information about Santio Limited as an individual Company.

Summary of significant accounting policies

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Going Concern

The Company operates under a services agreement for a number of take-away food outlets. The agreement in place operates on an annual 12 month contract period which is agreed with both parties and renewed at each anniversary. A party may give 3 months notice to the other party at any time during the relevant period, to terminate the agreement with effect from the end of the next agreed term.

Any loss of the current services agreement could present challenges for the Company to continue trading. At present there are no issues or disputes under the current agreement. The business relationship with the other party is beneficial and expect the agreement to be renewed at the next anniversary.

In addition the directors have considered the cashflow position of the company for a period of at least twelve months from the date of approval of these financial statements and are satisfied that the company will continue to have sufficient financial resources to enable it to meet its debts as they fall due.

Accordingly the financial statements have been prepared on the going concern basis.

Significant judgements and estimates

In applying the Company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying value of assets and liabilities. The directors' judgement, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made and are based on historical experience and other factors that considered to be applicable. Due to the inherent sensitivity involved in making judgements, estimates and assumptions, the actual results and outcomes may differ.

The estimates and underlying assumptions are reviewed on an ongoing basis. Any revisions to accounting estimates are recognised prospectively.

Accruals

A number of expense costs for the Company are typically invoiced after the year end which can require management to review the financials and make accruals to match costs to the relevant period. Due to the timing of some expenditure some accruals do require estimates which are based on management experience and knowledge of the agreement and cost committed.

Turnover

Turnover is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods and services, net of returns, discounts and value added tax.

The Company recognises revenue when the amount of revenue can be measured reliably, when it is probable that the economic benefits will flow to the entity and when specific criteria have been met.

Sale of goods

Turnover represents amounts receivable for the provision of take-away food, turnover is recognised at the point of collection by, or delivery to, the customer.

Rent

The Company recognises revenue for rent receivable over the rental period.

Stocks

Stock is valued at the lower of cost and net realisable value using the FIFO basis. Cost is determined by the actual amount paid for the stock, net of value added tax. Provisions are made for slow moving, obsolete or damaged stock where the net realisable value is less than cost.

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 and payable, loans from banks and other third parties and loans to related parties.

Debt instruments like loans and other accounts receivable and payable are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method; Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Pension costs and other post-retirement benefits

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

Impairment

A financial asset not carried at fair value through profit or loss is assessed at each reporting date to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective evidence indicates that a loss event has occured after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be estimated reliably.

4.

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:

2024

2023

£

£

Sale of goods

304,187,961

296,683,114

304,187,961

296,683,114

The turnover of the Company is attributable to the principal activity of the Company wholly undertaken within the United Kingdom.

5.	OTHER OPERATING INCOME

2024

2023

£

£

Rents received

90,250

81,589