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REGISTERED NUMBER: 05825476 (England and Wales)

| Strategic Report, |

| Report of the Directors and |

| Financial Statements |

| for the Year Ended 31 December 2024 |

| for |

| Kohlico Brands UK Limited |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Contents of the Financial Statements

for the year ended 31 December 2024

Page |

| Company Information | 1 |

| Strategic Report | 2 |

| Report of the Directors | 4 |

| Report of the Independent Auditors | 6 |

| Income Statement | 10 |

| Other Comprehensive Income | 11 |

| Balance Sheet | 12 |

| Statement of Changes in Equity | 13 |

| Cash Flow Statement | 14 |

| Notes to the Cash Flow Statement | 15 |

| Notes to the Financial Statements | 17 |

| Kohlico Brands UK Limited |

Company Information

for the year ended 31 December 2024

| DIRECTORS: | Mr K S Kohli

| Mrs B K Kohli

| REGISTERED OFFICE: | 5 Stanmore Hill

| Stanmore

| Middlesex

| HA7 3DP

| REGISTERED NUMBER: | 05825476 (England and Wales)

| AUDITORS: | Shaw Wallace Limited

| 43 Manchester Street

| London

| W1U 7LP

| Kohlico Brands UK Limited (Registered number: 05825476) |

Strategic Report

for the year ended 31 December 2024

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS

The company's turnover increased during the year as a result of the company's drive to increase sales. During the year the company focused on its existing client relationships and ensured that adequate stock levels were maintained which had a positive impact on sales.

PRINCIPAL RISKS AND UNCERTAINTIES

The company faces a number of business risks and uncertainties due to prevailing challenging global market conditions. In view of this the directors are looking carefully at both existing and potential markets and to cater to a wider audience which will further strengthen the business.

Financial instruments

The company has a normal level of exposure to foreign exchange, credit, liquidity and cash flow interest rate risk that arise from trading activities which are conducted mainly in Sterling. Foreign currency transactions are covered by foreign currency contracts to minimize exposure to exchange rate volatility. There is some exposure to interest rate risk through the use of borrowings with variable rates, but these are over relatively short periods and the directors consider the level of risk to be acceptable.

Liquidity risk

Liquidity risk is the risk that the company will not be able to meet its financial obligations as they fall due. To minimise

this risk the directors regularly monitor liquidity and ongoing working capital requirements.

Interest rate risk

The business is exposed to cash flow interest rate risk on floating rate deposits, bank overdrafts and loans. The company does not use interest rate derivatives to manage the mix of fixed and variable rate debts but does closely monitor its interest cover ratio.

Credit risk

Trade debtors are monitored on an ongoing basis and provision is made for doubful debts where necessary. Credit

checks are conducted on new and existing customers to mitigate credit risk.

| Kohlico Brands UK Limited (Registered number: 05825476) |

Strategic Report

for the year ended 31 December 2024

DEVELOPMENT AND PERFORMANCE

The directors anticipate the business environment will continue to remain competitive. They believe that the company is in a good financial position and that the risks that have been identified are being well managed. With continuing careful focus on appropriate diversification and development of new products, as well as timely review of the state of the market and the activities of competitors, the directors are confident in the company's ability to maintain and build on this position.

Key performance indicators

2024 2023

Turnover (GBP £'000) 13,846 13,375

Gross profit margin % 20.14 22.89

Turnover has increased from the previous year to £13.846m in 2024 compared to £13.375m in 2023. Gross profit has decreased from £3.062m in the previous year to £2.788m in 2024.

ON BEHALF OF THE BOARD:

Mr K S Kohli - Director

12 September 2025

| Kohlico Brands UK Limited (Registered number: 05825476) |

Report of the Directors

for the year ended 31 December 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of wholesale of food.

DIVIDENDS

No interim dividends were paid during the year ended 31 December 2024.

The directors recommend final dividends per share as follows:

Ordinary £1 shares | NIL |

Ordinary Class B £1 shares | 303 |

The total distribution of dividends for the year ended 31 December 2024 will be £ 303,000 .

DIRECTORS

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

Mr K S Kohli

Mrs B K Kohli

POLITICAL DONATIONS AND EXPENDITURE

Donations of £2,470 were made to a UK based registered charity Guru Nanak Charitable Trust with registered charity number 276512

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

- | select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

| Kohlico Brands UK Limited (Registered number: 05825476) |

Report of the Directors

for the year ended 31 December 2024

AUDITORS

The auditors, Shaw Wallace Limited, were appointed on 1 May 2025.

ON BEHALF OF THE BOARD:

Mr K S Kohli - Director

12 September 2025

Report of the Independent Auditors to the Members of

Kohlico Brands UK Limited

Opinion

We have audited the financial statements of Kohlico Brands UK Limited (the 'company') for the year ended 31 December 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 31 December 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.

Report of the Independent Auditors to the Members of

Kohlico Brands UK Limited

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 four, 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.

Report of the Independent Auditors to the Members of

Kohlico Brands UK Limited

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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the courier service sector; we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, and health and safety legislation; we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3

- were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: agreeing financial statement disclosures to underlying supporting documentation; reading the minutes of meetings of those charged with governance; enquiring of management as to actual and potential litigation and claims; and reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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.

Report of the Independent Auditors to the Members of

Kohlico Brands UK Limited

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.

Hitesh Gadhia (Senior Statutory Auditor)

for and on behalf of Shaw Wallace Limited

43 Manchester Street

London

W1U 7LP

12 September 2025

| Kohlico Brands UK Limited (Registered number: 05825476) |

Income Statement

for the year ended 31 December 2024

31.12.24 | 31.12.23 |

| Notes | £ | £

TURNOVER | 13,846,326 |  | 13,374,906 |  |

Cost of sales | (11,083,033 | ) | (10,313,355 | ) |

GROSS PROFIT | 2,763,293 |  | 3,061,551 |  |

Administrative expenses | (1,827,982 | ) | (1,370,807 | ) |

OPERATING PROFIT | 4 | 935,311 |  | 1,690,744 |  |

Interest payable and similar expenses | 5 | (153,096 | ) | (185,281 | ) |

PROFIT BEFORE TAXATION | 782,215 |  | 1,505,463 |  |

Tax on profit | 6 | (213,878 | ) | (346,561 | ) |

PROFIT FOR THE FINANCIAL YEAR | 568,337 |  | 1,158,902 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Other Comprehensive Income

for the year ended 31 December 2024

31.12.24 | 31.12.23 |

| Notes | £ | £

PROFIT FOR THE YEAR | 568,337 |  | 1,158,902 |  |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 568,337 |  | 1,158,902 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Balance Sheet

31 December 2024

31.12.24 | 31.12.23 |

| Notes | £ | £

FIXED ASSETS

Tangible assets | 8 | 774,985 |  | 847,709 |  |

CURRENT ASSETS

Stocks | 9 | 3,030,606 |  | 2,338,668 |  |

Debtors | 10 | 2,035,883 |  | 1,940,034 |  |

Cash at bank and in hand | 79,817 |  | 82,050 |  |

5,146,306 |  | 4,360,752 |  |

CREDITORS

Amounts falling due within one year | 11 | (3,216,033 | ) | (2,565,291 | ) |

NET CURRENT ASSETS | 1,930,273 |  | 1,795,461 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 2,705,258 |  | 2,643,170 |  |

CREDITORS

Amounts falling due after more than one year | 12 | (89,431 | ) | (292,680 | ) |

NET ASSETS | 2,615,827 |  | 2,350,490 |  |

CAPITAL AND RESERVES

Called up share capital | 15 | 2,000 |  | 2,000 |  |

Retained earnings | 16 | 2,613,827 |  | 2,348,490 |  |

SHAREHOLDERS' FUNDS | 2,615,827 |  | 2,350,490 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 12 September 2025 and were signed on its behalf by:

Mr K S Kohli - Director

| Kohlico Brands UK Limited (Registered number: 05825476) |

Statement of Changes in Equity

for the year ended 31 December 2024

Called up |  |

share | Retained | Total |

capital | earnings | equity |

| £ | £ | £

Balance at 1 January 2023 | 2,000 |  | 1,749,588 |  | 1,751,588 |  |

Changes in equity

Dividends | - |  | (560,000 | ) | (560,000 | ) |

Total comprehensive income | - |  | 1,158,902 |  | 1,158,902 |  |

Balance at 31 December 2023 | 2,000 |  | 2,348,490 |  | 2,350,490 |  |

Changes in equity

Dividends | - |  | (303,000 | ) | (303,000 | ) |

Total comprehensive income | - |  | 568,337 |  | 568,337 |  |

Balance at 31 December 2024 | 2,000 |  | 2,613,827 |  | 2,615,827 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Cash Flow Statement

for the year ended 31 December 2024

31.12.24 | 31.12.23 |

| Notes | £ | £

Cash flows from operating activities

Cash generated from operations | 1 | 898,422 |  | 1,193,414 |  |

Interest paid | (151,700 | ) | (182,621 | ) |

Interest element of hire purchase payments paid | (1,396 | ) | (2,660 | ) |

Tax paid | (177,361 | ) | (157,475 | ) |

Net cash from operating activities | 567,965 |  | 850,658 |  |

Cash flows from investing activities

Purchase of tangible fixed assets | (3,060 | ) | (90,463 | ) |

Sale of tangible fixed assets | 39,000 |  | 36,000 |  |

Net cash from investing activities | 35,940 |  | (54,463 | ) |

Cash flows from financing activities

Capital repayments in year | (203,250 | ) | (89,299 | ) |

Amount introduced by directors | 112 |  | - |  |

Amount withdrawn by directors | (100,000 | ) | (150,648 | ) |

Equity dividends paid | (303,000 | ) | (560,000 | ) |

Net cash from financing activities | (606,138 | ) | (799,947 | ) |

Decrease in cash and cash equivalents | (2,233 | ) | (3,752 | ) |

Cash and cash equivalents at beginning of year | 2 | 82,050 |  | 85,802 |  |

Cash and cash equivalents at end of year | 2 | 79,817 |  | 82,050 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Cash Flow Statement

for the year ended 31 December 2024

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

31.12.24 | 31.12.23 |

| £ | £

| Profit before taxation | 782,215 |  | 1,505,463 |  |

| Depreciation charges | 36,785 |  | 28,963 |  |

| Loss on disposal of fixed assets | - |  | 6,353 |  |

| Finance costs | 153,096 |  | 185,281 |  |

972,096 |  | 1,726,060 |  |

| Increase in stocks | (691,938 | ) | (704,985 | ) |

| Decrease in trade and other debtors | 4,151 |  | 161,771 |  |

| Increase in trade and other creditors | 614,113 |  | 10,568 |  |

| Cash generated from operations | 898,422 |  | 1,193,414 |  |

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 31 December 2024

| 31.12.24 |  | 1.1.24

| £ | £

| Cash and cash equivalents | 79,817 |  | 82,050 |  |

| Year ended 31 December 2023

| 31.12.23 |  | 1.1.23

| £ | £

| Cash and cash equivalents | 82,050 |  | 85,802 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Cash Flow Statement

for the year ended 31 December 2024

3. | ANALYSIS OF CHANGES IN NET DEBT

| At 1.1.24 | Cash flow | At 31.12.24

| £ | £ | £

| Net cash |

| Cash at bank and in hand | 82,050 |  | (2,233 | ) | 79,817 |  |

82,050 |  | (2,233 | ) | 79,817 |  |

| Debt

| Finance leases | (82,010 | ) | 27,997 |  | (54,013 | ) |

| Debts falling due within 1 year | (331,900 | ) | - |  | (331,900 | ) |

| Debts falling due after 1 year | (245,160 | ) | 175,252 |  | (69,908 | ) |

(659,070 | ) | 203,249 |  | (455,821 | ) |

| Total | (577,020 | ) | 201,016 |  | (376,004 | ) |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements

for the year ended 31 December 2024

1. | STATUTORY INFORMATION

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

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

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

| The financial statements are prepared in sterling which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

| Significant judgements and estimates

| In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both the current and future periods.

| Critical judgements

| In the director's view there are no significant judgements or estimates made.

| Turnover

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

| Revenue is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

| Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, the amount of revenue can be measured reliabley, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

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

| Freehold property | - | 2% on cost

| Plant and machinery | - | 25% on reducing balance

| Fixtures and fittings | - | 15% on reducing balance

| Motor vehicles | - | 25% on reducing balance

| Computer equipment | - | 25% on reducing balance

| Fixed assets are measured at cost less accumulated depreciaiton. At each balance sheet date, the company reviews the carrying amount of its fixed assets to determine whether there is any indication that any items have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss, if any. Where it is not possible to estimate the recoverable amount of the asset, the company estimates the recoverable amount of the cash generating unit to which the asset belongs.

| Stocks

| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

| Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

| Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

| Basic financial assets

| Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

| Classification of financial liabilities

| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

| Basic financial liabilities

| Basic financial liabilities, include trade and other payables, are initially recognised at transaction prices, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

| Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

| Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If they are not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

| 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.

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| 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.

| Foreign currencies

| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

| 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.

3. | EMPLOYEES AND DIRECTORS

31.12.24 | 31.12.23 |

| £ | £

| Wages and salaries | 1,036,861 |  | 623,951 |  |

| Other pension costs | 18,666 |  | 27,987 |  |

1,055,527 |  | 651,938 |  |

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

31.12.24 | 31.12.23 |

| Administrative and finance | 6 |  | 6 |  |

| Sales & dristribution | 7 |  | 7 |  |

| Marketing | 1 |  | 1 |  |

14 |  | 14 |  |

31.12.24 | 31.12.23 |

| £ | £

| Directors' remuneration | 318,019 |  | 123,820 |  |

| Information regarding the highest paid director for the year ended 31 December 2024 is as follows:

31.12.24 |  |

| £

| Emoluments etc | 162,602 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

4. | OPERATING PROFIT

| The operating profit is stated after charging:

31.12.24 | 31.12.23 |

| £ | £

| Depreciation - owned assets | 36,784 |  | 28,965 |  |

| Loss on disposal of fixed assets | - |  | 6,353 |  |

5. | INTEREST PAYABLE AND SIMILAR EXPENSES |

31.12.24 | 31.12.23 |

| £ | £

| Loan interest & factoring chgs | 151,700 |  | 182,621 |  |

| Hire purchase | 1,396 |  | 2,660 |  |

153,096 |  | 185,281 |  |

6. | TAXATION

| Analysis of the tax charge

| The tax charge on the profit for the year was as follows:

31.12.24 | 31.12.23 |

| £ | £

| Current tax:

| UK corporation tax | 213,878 |  | 346,561 |  |

| Tax on profit | 213,878 |  | 346,561 |  |

| Reconciliation of total tax charge included in profit and loss

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

31.12.24 | 31.12.23 |

| £ | £

| Profit before tax | 782,215 |  | 1,505,463 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 25%) | 195,554 |  | 376,366 |  |

| Effects of:

| Expenses not deductible for tax purposes | 737 |  | 2,010 |  |

| Capital allowances in excess of depreciation | - |  | (10,016 | ) |

| Depreciation in excess of capital allowances | 17,587 |  | - |  |

| Marginal relief | - |  | (21,799 | ) |

| Total tax charge | 213,878 |  | 346,561 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

7. | DIVIDENDS

31.12.24 | 31.12.23 |

| £ | £

| Ordinary Class B shares of £1 each

| Final | 303,000 |  | 560,000 |  |

8. | TANGIBLE FIXED ASSETS

Freehold | Improvements | Plant and |

property | to property | machinery |

| £ | £ | £

| COST

| At 1 January 2024 | 720,000 |  | 39,000 |  | 36,209 |  |

| Additions | - |  | - |  | - |  |

| Disposals | - |  | (39,000 | ) | - |  |

| At 31 December 2024 | 720,000 |  | - |  | 36,209 |  |

| DEPRECIATION

| At 1 January 2024 | - |  | - |  | 30,577 |  |

| Charge for year | 14,400 |  | - |  | 1,408 |  |

| At 31 December 2024 | 14,400 |  | - |  | 31,985 |  |

| NET BOOK VALUE

| At 31 December 2024 | 705,600 |  | - |  | 4,224 |  |

| At 31 December 2023 | 720,000 |  | 39,000 |  | 5,632 |  |

Fixtures |

and | Motor | Computer |

fittings | vehicles | equipment | Totals |

| £ | £ | £ | £

| COST

| At 1 January 2024 | 19,195 |  | 121,338 |  | 15,924 |  | 951,666 |  |

| Additions | 1,704 |  | - |  | 1,356 |  | 3,060 |  |

| Disposals | - |  | - |  | - |  | (39,000 | ) |

| At 31 December 2024 | 20,899 |  | 121,338 |  | 17,280 |  | 915,726 |  |

| DEPRECIATION

| At 1 January 2024 | 15,331 |  | 47,076 |  | 10,973 |  | 103,957 |  |

| Charge for year | 835 |  | 18,565 |  | 1,576 |  | 36,784 |  |

| At 31 December 2024 | 16,166 |  | 65,641 |  | 12,549 |  | 140,741 |  |

| NET BOOK VALUE

| At 31 December 2024 | 4,733 |  | 55,697 |  | 4,731 |  | 774,985 |  |

| At 31 December 2023 | 3,864 |  | 74,262 |  | 4,951 |  | 847,709 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

9. | STOCKS

31.12.24 | 31.12.23 |

| £ | £

| Stocks | 3,030,606 |  | 2,338,668 |  |

10. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

31.12.24 | 31.12.23 |

| £ | £

| Trade debtors | 1,712,426 |  | 1,641,572 |  |

| Supplier deposits | - |  | 106,462 |  |

| Directors' current accounts | 250,000 |  | 150,000 |  |

| VAT | 59,365 |  | 27,720 |  |

| Prepayments | 14,092 |  | 14,280 |  |

2,035,883 |  | 1,940,034 |  |

11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

31.12.24 | 31.12.23 |

| £ | £

| Bank loans and overdrafts (see note 13) | 331,900 |  | 331,900 |  |

| Hire purchase contracts (see note 14) | 34,490 |  | 34,490 |  |

| Trade creditors | 737,200 |  | 521,500 |  |

| Tax | 451,374 |  | 414,857 |  |

| Taxation & social security | 75,995 |  | 39,765 |  |

| Other creditors | 1,422,550 |  | 1,077,468 |  |

| Other loans | 89,084 |  | 103,957 |  |

| Overrider Provision | 58,267 |  | 41,293 |  |

| Directors' current accounts | 173 |  | 61 |  |

| Accrued expenses | 15,000 |  | - |  |

3,216,033 |  | 2,565,291 |  |

12. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

31.12.24 | 31.12.23 |

| £ | £

| Bank loans (see note 13) | 69,908 |  | 245,160 |  |

| Hire purchase contracts (see note 14) | 19,523 |  | 47,520 |  |

89,431 |  | 292,680 |  |

13. | LOANS

| An analysis of the maturity of loans is given below:

31.12.24 | 31.12.23 |

| £ | £

| Amounts falling due within one year or on demand:

| Bank loans | 331,900 |  | 331,900 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

13. | LOANS - continued

31.12.24 | 31.12.23 |

| £ | £

| Amounts falling due between two and five years:

| Bank loans - 2-5 years | 32,790 |  | 133,833 |  |

| Other Loans | 37,118 |  | 111,327 |  |

69,908 |  | 245,160 |  |

14. | LEASING AGREEMENTS

| Minimum lease payments under hire purchase fall due as follows:

31.12.24 | 31.12.23 |

| £ | £

| Net obligations repayable:

| Within one year | 34,490 |  | 34,490 |  |

| Between one and five years | 19,523 |  | 47,520 |  |

54,013 |  | 82,010 |  |

15. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |

value: |  | £ | £

| 1,000 | Ordinary | £1 | 1,000 |  | 1,000 |  |

| 1,000 | Ordinary Class B | £1 | 1,000 |  | 1,000 |  |

2,000 |  | 2,000 |  |

16. | RESERVES

Retained |

earnings |

| £

| At 1 January 2024 | 2,348,490 |  |

| Profit for the year | 568,337 |  |

| Dividends | (303,000 | ) |

| At 31 December 2024 | 2,613,827 |  |

| Kohlico Brands UK Limited (Registered number: 05825476) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

17. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| The following advances and credits to a director subsisted during the years ended 31 December 2024 and 31 December 2023:

31.12.24 | 31.12.23 |

| £ | £

| Mr K S Kohli

| Balance outstanding at start of year | 150,000 |  | - |  |

| Amounts advanced | 250,000 |  | 150,000 |  |

| Amounts repaid | (150,000 | ) | - |  |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | 250,000 |  | 150,000 |  |

| During the year, a loan / advance amount of £250,000 was made to Mr Kaval Kohli. This balance remains outstanding at the year end.

18. | RELATED PARTY DISCLOSURES

| There have been no related party transactions in the year.

19. | ULTIMATE CONTROLLING PARTY

| The ultimate controlling party is Mr K S Kohli.

20. | DEBENTURES AND CHARGES

| Lloyds Bank PLC have a fixed and floating charge dated 2 February 2021 over all the property or undertaking of the company. Lloyds Bank Commerical Finance Limited have a fixed charge dated 29 November 2016 over all the property or underaking of the company and Lloyds Tsb Bank PLC have a charge dated 14 September 2012 over the freehold property, fixed assets and goodwill of the company.

21. | IMPAIRMENT OF IMPROVEMENTS TO PROPERTY

| During the financial year, a review was conducted of the carrying value of improvements to property. As a result of this review, it was determined that these improvements to property had no residual value and no recoverable amount, and therefore a full impairment of £39,000 was recognised and has been written off to the profit and loss account.