IRIS Accounts Production v25.2.0.378 01685437 Board of Directors 1.1.24 31.12.24 31.12.24 Medium entities true false true true false false false true false Defined benefit pension plans These accounts have been prepared in accordance with the provisions applicable to companies subject to the medium-sized companies regime. Ordinary 1.00000 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 01685437 2023-12-31 01685437 2024-12-31 01685437 2024-01-01 2024-12-31 01685437 2022-12-31 01685437 2023-01-01 2023-12-31 01685437 2023-12-31 01685437 ns15:EnglandWales 2024-01-01 2024-12-31 01685437 ns14:PoundSterling 2024-01-01 2024-12-31 01685437 ns10:Director1 2024-01-01 2024-12-31 01685437 ns10:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 01685437 ns10:MediumEntities 2024-01-01 2024-12-31 01685437 ns10:Audited 2024-01-01 2024-12-31 01685437 ns10:Medium-sizedCompaniesRegimeForDirectorsReport 2024-01-01 2024-12-31 01685437 ns10:Medium-sizedCompaniesRegimeForAccounts 2024-01-01 2024-12-31 01685437 ns10:FullAccounts 2024-01-01 2024-12-31 01685437 1 2024-01-01 2024-12-31 01685437 ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans 2024-01-01 2024-12-31 01685437 ns10:OrdinaryShareClass1 2024-01-01 2024-12-31 01685437 ns10:Director4 2024-01-01 2024-12-31 01685437 ns10:Director5 2024-01-01 2024-12-31 01685437 ns10:CompanySecretary1 2024-01-01 2024-12-31 01685437 ns10:RegisteredOffice 2024-01-01 2024-12-31 01685437 ns10:Director2 2024-01-01 2024-12-31 01685437 ns10:Director3 2024-01-01 2024-12-31 01685437 ns5:CurrentFinancialInstruments 2024-12-31 01685437 ns5:CurrentFinancialInstruments 2023-12-31 01685437 ns5:ShareCapital 2024-12-31 01685437 ns5:ShareCapital 2023-12-31 01685437 ns5:RetainedEarningsAccumulatedLosses 2024-12-31 01685437 ns5:RetainedEarningsAccumulatedLosses 2023-12-31 01685437 ns5:ShareCapital 2022-12-31 01685437 ns5:RetainedEarningsAccumulatedLosses 2022-12-31 01685437 ns5:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 01685437 ns5:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 01685437 ns5:IntangibleAssetsOtherThanGoodwill 2024-01-01 2024-12-31 01685437 ns5:PatentsTrademarksLicencesConcessionsSimilar 2024-01-01 2024-12-31 01685437 ns15:UnitedKingdom 2024-01-01 2024-12-31 01685437 ns15:UnitedKingdom 2023-01-01 2023-12-31 01685437 ns15:Europe 2024-01-01 2024-12-31 01685437 ns15:Europe 2023-01-01 2023-12-31 01685437 ns5:TotalGeographicSegmentsIncludingAnyUnallocatedAmount 2024-01-01 2024-12-31 01685437 ns5:TotalGeographicSegmentsIncludingAnyUnallocatedAmount 2023-01-01 2023-12-31 01685437 ns5:PlantEquipmentOtherAssetsUnderOperatingLeases 2024-01-01 2024-12-31 01685437 ns5:PlantEquipmentOtherAssetsUnderOperatingLeases 2023-01-01 2023-12-31 01685437 ns5:OwnedAssets 2024-01-01 2024-12-31 01685437 ns5:OwnedAssets 2023-01-01 2023-12-31 01685437 11 2024-01-01 2024-12-31 01685437 11 2023-01-01 2023-12-31 01685437 3 2024-01-01 2024-12-31 01685437 3 2023-01-01 2023-12-31 01685437 4 2024-01-01 2024-12-31 01685437 4 2023-01-01 2023-12-31 01685437 5 2024-01-01 2024-12-31 01685437 5 2023-01-01 2023-12-31 01685437 ns5:PatentsTrademarksLicencesConcessionsSimilar 2023-12-31 01685437 ns5:PatentsTrademarksLicencesConcessionsSimilar 2024-12-31 01685437 ns5:PatentsTrademarksLicencesConcessionsSimilar 2023-12-31 01685437 ns5:PlantMachinery 2023-12-31 01685437 ns5:FurnitureFittings 2023-12-31 01685437 ns5:ComputerEquipment 2023-12-31 01685437 ns5:PlantMachinery 2024-01-01 2024-12-31 01685437 ns5:FurnitureFittings 2024-01-01 2024-12-31 01685437 ns5:ComputerEquipment 2024-01-01 2024-12-31 01685437 ns5:PlantMachinery 2024-12-31 01685437 ns5:FurnitureFittings 2024-12-31 01685437 ns5:ComputerEquipment 2024-12-31 01685437 ns5:PlantMachinery 2023-12-31 01685437 ns5:FurnitureFittings 2023-12-31 01685437 ns5:ComputerEquipment 2023-12-31 01685437 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-12-31 01685437 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2023-12-31 01685437 ns5:CurrentFinancialInstruments 2024-01-01 2024-12-31 01685437 ns5:WithinOneYear 2024-12-31 01685437 ns5:WithinOneYear 2023-12-31 01685437 ns5:BetweenOneFiveYears 2024-12-31 01685437 ns5:BetweenOneFiveYears 2023-12-31 01685437 ns5:AllPeriods 2024-12-31 01685437 ns5:AllPeriods 2023-12-31 01685437 ns5:DeferredTaxation 2023-12-31 01685437 ns5:DeferredTaxation 2024-01-01 2024-12-31 01685437 ns5:DeferredTaxation 2024-12-31 01685437 ns10:OrdinaryShareClass1 2024-12-31 01685437 ns5:RetainedEarningsAccumulatedLosses 2023-12-31

REGISTERED NUMBER: 01685437 (England and Wales)

Nortech Foods Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2024

| Nortech Foods Limited (Registered number: 01685437) |

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 | 9 |

| Other Comprehensive Income | 10 |

| Balance Sheet | 11 |

| Statement of Changes in Equity | 12 |

| Notes to the Financial Statements | 13 |

| Nortech Foods Limited |

Company Information

for the Year Ended 31 December 2024

| DIRECTORS: | M J Crees

| T B Versterre

| B O Jeewooth

| SECRETARY: | B O Jeewooth

| REGISTERED OFFICE: | Ings Road

| Doncaster

| South Yorkshire

| DN5 9TL

| REGISTERED NUMBER: | 01685437 (England and Wales)

| SENIOR STATUTORY AUDITOR: | Ian Parsons FCA

| AUDITORS: | Paylings

| Unit 2 Silkwood Park

| Fryers Way

| Ossett

| West Yorkshire

| WF5 9TJ

| BANKERS: | HSBC plc

| City Office

| 33 Park Row

| Leeds

| West Yorkshire

| LS1 1LD

| SOLICITORS: | Ramsdens Solicitors

| 7 King Street

| Mirfield

| West Yorkshire

| WF14 8AW

| Nortech Foods Limited (Registered number: 01685437) |

Strategic Report

for the Year Ended 31 December 2024

Business Overview

Nortech Foods Limited (Nortech) is a wholly owned subsidiary of SARIA Limited (SARIA): SARIA operates in a wide range of sectors associated with the food chain, renewable energy, and recycling.

Nortech is involved in the production and sale of animal fats for use in the fast food and baking industry primarily in the UK, and the packing of vegetable fats for sale to the same outlets and for sale to the major retailers.

The company has established a range of strategies as follows:

As the UK's largest producer, refiner and packer of edible animal and poultry fats, Nortech is well placed to provide 'added value' markets for co-products generated from the primary meat production sector in the UK.

Nortech has a long-term strategy to reduce its exposure to the market for animal fat consumption by expanding its range of products to include white vegetable fats. In addition, the company has expanded its range of 'toll processing' for third parties to dilute the high fixed costs of operating a dedicated melting/refining/packing plant.

Key Performance Indicators (KPIs)

The market for primary raw materials remained challenging in 2024, with volatility in raw animal fats further intensified by rising demand for edible fats in biofuel production. In response, the company made strategic investments to expand its product portfolio, aligning with evolving market needs and the diversification trends seen in 2023.

Additionally, significant energy cost reductions were achieved through the implementation of stringent cost control measures. These included optimising production processes, enhancing energy efficiency across facilities, and leveraging technology to reduce waste and consumption. These efforts not only improved operational efficiency but also contributed to stronger profit margins, reinforcing the company's resilience in a volatile market.

The company's financial performance demonstrated significant improvement, as highlighted in the income statement on page 9. The net loss for the year reduced to £172,833, compared to a loss of £1,651,070 in the previous period. At the year-end, shareholders' funds were reported at (£1,246,502), compared to (£1,073,669) in 2023.

SARIA operates on a divisional basis, and as such, the directors believe that additional key performance indicators are not necessary or relevant for understanding the development, performance, or position of the business.

Risk

Operating across diverse sectors and managing large-scale processing operations inherently involves exposure to various risks. These include market fluctuations and global events such as commodity price changes influenced by weather patterns. While these factors present challenges, they also provide opportunities for growth and adaptation.

In 2024, high prices for fats used in biodiesel production continued to create challenges throughout the year. Despite these pressures, the company remains committed to leveraging its expertise to navigate market volatility effectively and pursue new opportunities.

The Group is faced with challenges when conducting analysis and making decisions. If we do not incorporate market developments or if we evaluate them incorrectly, they may pose serious business risks. The risks affecting Nortech Foods Limited are largely dealt with on a group basis, apart from the ones highlighted below:

Business Unit/ Area |  | Risk |  | Mitigation Factor |

Food manufacturing - Nortech |  | Market moves away from animal fats. |  | Expand range of vegetable-based fats to benefit from increased consumption. |

Legislative changes to animal by-product categorisation |  | High risk moves to low risk. |  | Operate category 3 rendering plants to benefit from switch from Category 1 (high risk). |

| Nortech Foods Limited (Registered number: 01685437) |

Strategic Report

for the Year Ended 31 December 2024

| Low risk moves to edible co-product. |  | Operate edible co-product production/ trading businesses to benefit from switch from animal by-product to food status. |

Health & Safety |  | Health & safety incidents could result in harm to the company's employees, contractors or local communities. Ensuring safety and wellbeing is an ethical obligation for the company. Poor safety records or serious accidents could have a serious impact on the company's production and reputation. |  | The company focuses on identifying, mitigating and managing the safety risks inherent across its operations. The company's objective is to create a safety culture through regular training and awareness campaigns for employees and contractors. The company operates a 'best practice' system of in-house training to develop an embedded health & safety culture. |

Environment and Employees

The company operates in accordance with and contributes fully to group environmental policies and works within its IPPC permit with the Environment Agency.

Employee numbers are outlined in note 4 on page 16 of the accounts.

The company participates in the group's policies and practices about Health and Safety at work, pension, and health care schemes. The good working relationships between Nortech, its employees and the Trade Unions continue.

Future developments

The directors anticipate that they will continue to develop the company's established activities.

ON BEHALF OF THE BOARD:

B O Jeewooth - Director

4 August 2025

| Nortech Foods Limited (Registered number: 01685437) |

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 production and sale of animal fats for use in the fast food and baking industry, and the packing of vegetable fats for sale to the same outlets and other major retailers.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS

The directors who have held office during the period from 1 January 2024 to the date of this report are as follows:

A R Smith - resigned 31 July 2024

J G Braide - resigned 31 December 2024

M J Crees - appointed 1 September 2024

T B Versterre - appointed 3 October 2024

B O Jeewooth was appointed as a director after 31 December 2024 but prior to the date of this report.

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

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

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

| Nortech Foods Limited (Registered number: 01685437) |

Report of the Directors

for the Year Ended 31 December 2024

AUDITORS

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

ON BEHALF OF THE BOARD:

B O Jeewooth - Director

4 August 2025

Report of the Independent Auditors to the Members of

Nortech Foods Limited

Opinion

We have audited the financial statements of Nortech Foods 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, 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 loss 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

Nortech Foods 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.

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 Auditor's that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the 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.

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.

Our approach to identifying and assessing the risks of material misstatements 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 industry;

- 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, 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

- We 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 and 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.

Report of the Independent Auditors to the Members of

Nortech Foods Limited

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 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 identified procedures which included, but were not limited to:

- Agreeing financial statements 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 and the Company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulation s 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 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 your Report of the Auditor's.

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.

Ian Parsons FCA (Senior Statutory Auditor)

for and on behalf of Paylings

Unit 2 Silkwood Park

Fryers Way

Ossett

West Yorkshire

WF5 9TJ

5 August 2025

| Nortech Foods Limited (Registered number: 01685437) |

Income Statement

for the Year Ended 31 December 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

TURNOVER | 3 | 25,989,190 |  | 26,019,475 |  |

Changes in stocks of finished goods and work in progress | (186,892 | ) | (52,903 | ) |

25,802,298 |  | 25,966,572 |  |

Other operating income | 12,790 |  | 69,641 |  |

25,815,088 |  | 26,036,213 |  |

Raw materials and consumables | 19,317,067 |  | 21,847,543 |  |

Other external expenses | 189,172 |  | 184,452 |  |

|  |  | 19,506,239 |  |  |  |  | 22,031,995 |  |

6,308,849 |  | 4,004,218 |  |

Staff costs | 4 | 1,653,743 |  | 2,278,389 |  |

Depreciation | 144,471 |  | 140,668 |  |

Other operating expenses | 4,237,822 |  | 3,480,228 |  |

|  |  | 6,036,036 |  |  |  |  | 5,899,285 |  |

OPERATING PROFIT/(LOSS) | 5 | 272,813 |  | (1,895,067 | ) |

Interest receivable and similar income | 6 | - |  | 14 |  |

272,813 |  | (1,895,053 | ) |

Interest payable and similar expenses | 7 | 501,773 |  | 305,554 |  |

LOSS BEFORE TAXATION | (228,960 | ) | (2,200,607 | ) |

Tax on loss | 8 | (56,127 | ) | (549,537 | ) |

LOSS FOR THE FINANCIAL YEAR | (172,833 | ) | (1,651,070 | ) |

| Nortech Foods Limited (Registered number: 01685437) |

Other Comprehensive Income

for the Year Ended 31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

LOSS FOR THE YEAR | (172,833 | ) | (1,651,070 | ) |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | (172,833 | ) | (1,651,070 | ) |

| Nortech Foods Limited (Registered number: 01685437) |

Balance Sheet

31 December 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 9 | - |  | - |  |

Tangible assets | 10 | 805,562 |  | 759,115 |  |

805,562 |  | 759,115 |  |

CURRENT ASSETS

Stocks | 11 | 2,404,686 |  | 2,556,563 |  |

Debtors | 12 | 2,253,379 |  | 2,109,220 |  |

Cash at bank | 21 |  | 306 |  |

4,658,086 |  | 4,666,089 |  |

CREDITORS

Amounts falling due within one year | 13 | 6,710,150 |  | 6,498,873 |  |

NET CURRENT LIABILITIES | (2,052,064 | ) | (1,832,784 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | (1,246,502 | ) | (1,073,669 | ) |

CAPITAL AND RESERVES

Called up share capital | 17 | 10,000 |  | 10,000 |  |

Retained earnings | 18 | (1,256,502 | ) | (1,083,669 | ) |

SHAREHOLDERS' FUNDS | (1,246,502 | ) | (1,073,669 | ) |

The financial statements were approved by the Board of Directors and authorised for issue on 4 August 2025 and were signed on its behalf by:

B O Jeewooth - Director

| Nortech Foods Limited (Registered number: 01685437) |

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 | 10,000 |  | 567,401 |  | 577,401 |  |

Changes in equity

Total comprehensive income | - |  | (1,651,070 | ) | (1,651,070 | ) |

Balance at 31 December 2023 | 10,000 |  | (1,083,669 | ) | (1,073,669 | ) |

Changes in equity

Total comprehensive income | - |  | (172,833 | ) | (172,833 | ) |

Balance at 31 December 2024 | 10,000 |  | (1,256,502 | ) | (1,246,502 | ) |

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements

for the Year Ended 31 December 2024

1. | STATUTORY INFORMATION

| Nortech Foods 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 presentational currency is GBP and the financial statements are rounded to the nearest pound.

| Going concern

| Whilst the entity has suffered from unforeseen market conditions in the past couple of years, this is considered to be a short term issue with improved performance being seen towards the end of the current year. Management anticipate this improved performance to continue in the coming financial year, with contracts coming up for renewal and the ability to react to the changes. The entity is financially supported by its parent through this challenging period, therefore the going concern basis of preparation is deemed appropriate.

| Financial Reporting Standard 102 - reduced disclosure exemptions

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

| • | the requirements of Section 7 Statement of Cash Flows.

| Related party exemption

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

| Significant judgements and estimates

| In respect of depreciation, the entity is largely governed by the Rethmann accounting policies (issued by the parent group). These policies/rates are followed, to the extent that they are reflective of the average economic consumption of the asset type. Where the actual consumption of a class of asset differs materially from this policy, a more appropriate rate is applied.

| The Rethmann policy of bad debt provision is applied, being 100% for debts over 365 days old, 50% for debts over 180 days old and 1% against all other debts.

| Stock ageing is reviewed regularly by management to assess the requirement for a slow moving/obsolescence provision, however any such provision is not currently deemed necessary.

| Turnover

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

| Turnover is recognised on the sale of goods, on despatch of those goods from our sites when the significant risks and rewards of ownership are transferred to our customers.

| Turnover is recognised on the performance of services, as and when those services are carried out.

| Other income

| Other income arises from the recharge of operating costs incurred by an entity, where the facility of that entity is used by other group companies.

| Straight recharge of costs that can be allocated directly to another group company are treated as recharges only, and the cost is passed directly to the other entity. No income is recognised in this instance.

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Intangible assets

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

| Patents and licences are being amortised evenly over their estimated useful life of three years.

| Tangible fixed assets

| Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

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

| life.

| Plant & machinery - 10% on cost, or 50% on cost (Dolavs)

| Fixtures & fittings - 33.3% on cost, 20% on cost and 10% on cost

| Assets under construction - not provided

| Stocks

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

| For manufactured goods, the absorption cost method of valuation is used incorporating all production overheads.

| If this results in a value higher than net realisable value for any stock item, then the selling price of that item is applied.

| Financial instruments

| The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

| Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. 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 Income Statement.

| Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforecable 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.

| 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.

| Nortech Foods Limited (Registered number: 01685437) |

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 posting the transaction. Exchange differences are taken into account in arriving at the operating result.

| Hire purchase and leasing commitments

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

| Pension costs and other post-retirement benefits

| The company has members in the SARIA Group Pension Schemes, funded defined benefit schemes.

| The above defined benefit schemes have been closed to new members. Alternative provision is made for new employees in the form of a defined contribution scheme.

| The pension charge represents contributions payable to the funds in respect of the accounting period.

3. | TURNOVER

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

| An analysis of turnover by geographical market is given below:

| 2024 |  | 2023

£ | £ |

| United Kingdom | 25,938,824 |  | 25,982,112 |  |

| Europe | 50,366 |  | 37,363 |  |

25,989,190 |  | 26,019,475 |  |

4. | EMPLOYEES AND DIRECTORS

| 2024 |  | 2023

£ | £ |

| Wages and salaries | 1,392,617 |  | 1,885,317 |  |

| Social security costs | 138,897 |  | 197,830 |  |

| Other pension costs | 122,229 |  | 195,242 |  |

1,653,743 |  | 2,278,389 |  |

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

4. | EMPLOYEES AND DIRECTORS - continued

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

| 2024 |  | 2023

| Office & management | 4 |  | 5 |  |

| Collection & processing | 33 |  | 43 |  |

37 |  | 48 |  |

| 2024 |  | 2023

£ | £ |

| Directors' remuneration | - |  | - |  |

5. | OPERATING PROFIT/(LOSS)

| The operating profit (2023 - operating loss) is stated after charging/(crediting):

| 2024 |  | 2023

£ | £ |

| Hire of plant and machinery | 103,616 |  | 52,168 |  |

| Depreciation - owned assets | 144,471 |  | 140,667 |  |

| Auditors' remuneration | 17,680 |  | 17,000 |  |

| Foreign exchange differences | (6,999 | ) | (1,048 | ) |

| Operating leases (inc within hire of plant and machinery above) | 51,308 |  | 51,308 |  |

6. | INTEREST RECEIVABLE AND SIMILAR INCOME |

| 2024 |  | 2023

£ | £ |

| Intercompany interest | - |  | 14 |  |

7. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2024 |  | 2023

£ | £ |

| Bank interest | - |  | 791 |  |

| Intercompany interest | 410,845 |  | 217,410 |  |

| Other interest | 90,928 |  | 87,353 |  |

501,773 |  | 305,554 |  |

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

8. | TAXATION

| Analysis of the tax credit

| The tax credit on the loss for the year was as follows:

| 2024 |  | 2023

£ | £ |

| Deferred tax:

| Deferred tax | (52,366 | ) | (549,115 | ) |

| Under(over) provision | (3,761 | ) | (422 | ) |

| Total deferred tax | (56,127 | ) | (549,537 | ) |

| Tax on loss | (56,127 | ) | (549,537 | ) |

| Reconciliation of total tax credit 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:

| 2024 |  | 2023

£ | £ |

| Loss before tax | (228,960 | ) | (2,200,607 | ) |

| Loss multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 23.520%) | (57,240 | ) | (517,583 | ) |

| Effects of:

| Expenses not deductible for tax purposes | 1,006 |  | 975 |  |

| Adjustments to tax charge in respect of previous periods | 107 |  | (433 | ) |

| Change in rate from previous year | - |  | (32,496 | ) |

| Total tax credit | (56,127 | ) | (549,537 | ) |

9. | INTANGIBLE FIXED ASSETS

| Patents

| and

| licences

£ |

| COST

| At 1 January 2024

| and 31 December 2024 | 4,415 |  |

| AMORTISATION

| At 1 January 2024

| and 31 December 2024 | 4,415 |  |

| NET BOOK VALUE

| At 31 December 2024 | - |  |

| At 31 December 2023 | - |  |

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

10. | TANGIBLE FIXED ASSETS

| Fixtures |  | Assets |

| Plant & |  | and |  | under |

| machinery |  | fittings |  | construction |  | Totals

£ | £ | £ | £ |

| COST

| At 1 January 2024 | 4,146,322 |  | 259,761 |  | 58,040 |  | 4,464,123 |  |

| Additions | 159,077 |  | 11,815 |  | 19,781 |  | 190,673 |  |

| Reclassification/transfer | 58,040 |  | 1,258 |  | (58,040 | ) | 1,258 |  |

| At 31 December 2024 | 4,363,439 |  | 272,834 |  | 19,781 |  | 4,656,054 |  |

| DEPRECIATION

| At 1 January 2024 | 3,541,453 |  | 163,555 |  | - |  | 3,705,008 |  |

| Charge for year | 127,110 |  | 17,361 |  | - |  | 144,471 |  |

| Reclassification/transfer | - |  | 1,013 |  | - |  | 1,013 |  |

| At 31 December 2024 | 3,668,563 |  | 181,929 |  | - |  | 3,850,492 |  |

| NET BOOK VALUE

| At 31 December 2024 | 694,876 |  | 90,905 |  | 19,781 |  | 805,562 |  |

| At 31 December 2023 | 604,869 |  | 96,206 |  | 58,040 |  | 759,115 |  |

| Transfers of assets between group companies have been done using gross cost and gross depreciation, rather than using net book value as the cost to the acquirer. This has been done in order to preserve historical information in relation to the properties of the group, in particular previous revaluations. This is considered to be the most appropriate method both from an accounting and tax perspective.

11. | STOCKS

2024 | 2023 |

£ | £ |

| Other stocks | 187,574 |  | 167,254 |  |

| Raw materials | 336,497 |  | 321,802 |  |

| Goods for resale | 1,860,635 |  | 2,047,527 |  |

| Plant spares in inventory | 19,980 |  | 19,980 |  |

2,404,686 |  | 2,556,563 |  |

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

2024 | 2023 |

£ | £ |

| Trade debtors | 1,013,374 |  | 942,000 |  |

| Amounts owed by group undertakings | - |  | 19,724 |  |

| Retention account | 58,597 |  | 63,631 |  |

| VAT | 55,624 |  | 19,895 |  |

| Deferred tax asset | 1,115,165 |  | 1,059,039 |  |

| Prepayments | 10,619 |  | 4,931 |  |

2,253,379 |  | 2,109,220 |  |

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued

| Deferred tax asset

2024 | 2023 |

£ | £ |

| Accelerated capital allowances | (59,100 | ) | (20,479 | ) |

| Other timing differences | 4,971 |  | 3,683 |  |

| Tax losses | 1,169,294 |  | 1,075,835 |  |

1,115,165 |  | 1,059,039 |  |

| Amounts owed by group undertakings in the current period represent ordinary trade receivables.

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

2024 | 2023 |

£ | £ |

| Trade creditors | 2,191,047 |  | 2,423,528 |  |

| Amounts owed to group undertakings | 3,204,720 |  | 3,558,505 |  |

| Other creditors | 1,085,896 |  | 407,347 |  |

| Accrued expenses | 228,487 |  | 109,493 |  |

6,710,150 |  | 6,498,873 |  |

| Amounts owed to group undertakings represents money owed to the parent entity via the cashpooling facility. This loan is interest bearing at a variable amount, based on the subsidiaries share of the overall group debt each period. It is repayable on demand should the parent entity require it.

14. | LEASING AGREEMENTS

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

2024 | 2023 |

£ | £ |

| Within one year | 32,732 |  | 46,416 |  |

| Between one and five years | 53,581 |  | 84,625 |  |

86,313 |  | 131,041 |  |

15. | FINANCIAL INSTRUMENTS

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Financial assets |  |

| Cash and cash equivalents |  | 21 |  | 306 |  |

| Financial assets that are debt instruments measured at amortised cost |  | 2,253,379 |  | 2,109,220 |  |

| Financial liabilities |  |

| Financial liabilities measured at amortised cost |  | (6,710,150 | ) | (6,498,873 | ) |

| Financial assets measured at amortised cost comprise trade debtors, amounts owed by group and related entities, retentions, prepayments and tax debtors (including deferred tax and VAT).

| Financial liabilities measured at amortised cost comprise amounts owed to group and related entities, trade creditors, other creditors (inc tax creditors) and accruals.

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

16. | DEFERRED TAX

£ |

| Balance at 1 January 2024 | (1,059,039 | ) |

| Credit to Income Statement during year | (56,126 | ) |

| Balance at 31 December 2024 | (1,115,165 | ) |

| Deferred Tax has been provided for at 25%, the prevailing rate of corporation tax since 1st April 2023.

17. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

| value: | £ | £ |

| 10,000 | Ordinary | 1 | 10,000 |  | 10,000 |  |

| All shares are voting shares. They are entitled to dividends as declared. They are entitled to participate in a distribution including on winding up. All shares are non redeemable.

18. | RESERVES

| Retained

| earnings

£ |

| At 1 January 2024 | (1,083,669 | ) |

| Deficit for the year | (172,833 | ) |

| At 31 December 2024 | (1,256,502 | ) |

19. | EMPLOYEE BENEFIT OBLIGATIONS

| There are two defined benefit arrangements operated by the SARIA Limited group, which are managed via independent trusts, of which some employees are members. Contributions are no longer being made to these schemes due to their surplus position.

| The company is unable to identify its share of the underlying assets and liabilities of the schemes therefore the schemes are accounted for in the balance sheet of the parent entity only.

| During 2022, the trustees of the schemes made the investment decision to use some of the schemes assets to purchase insurance policies/annuities, to guarantee the funding of the associated liabilities and thereby remove some of the risk from the Group. (Pension Buy-In). As a result the remaining net assets of the schemes are now much lower.

| At the balance sheet date the FRS 102 value of the liabilities was £72,660,000 (2023 - £73,923,000) and the market value of the assets was £71,518,000 (2023 - £77,049,000) giving a net liability of £1,142,000 (2023 - £3,126,000 asset ) held in the balance sheet of the parent entity.

| The above schemes have been closed to new members. The group has made alternate provision, in the form of a defined contribution scheme, for new employees or those not eligible to join the above schemes. This scheme is also administered on a group basis independently of any group company or director.

| Total contributions payable by the company to the defined contribution scheme during the year amounted to £122,229 (2023 - £195,242). There were no accrued or prepaid pension contributions at the balance sheet date (2023 - £nil).

| Nortech Foods Limited (Registered number: 01685437) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2024

20. | ULTIMATE CONTROLLING PARTY

| The immediate parent company of Nortech Foods Limited is SARIA Limited. Saria Limited is indirectly owned by the ultimate parent entity, Rethmann SE & Co. KG. The ultimate parent entity is incorporated in Germany and is ultimately controlled by the Rethmann family.

| The largest and only group for which group accounts including the company are drawn up, are the Rethmann SE & Co. KG group. A copy of the consolidated accounts are filed at Companies House alongside the accounts of Saria Limited (immediate parent entity).