REGISTERED NUMBER: 00437914 (England and Wales)

T. Quality Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2024

Page

Company Information

1

Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Notes to the Financial Statements

14

DIRECTORS:

R G Brooks

M J Crees

S H S Savage

T B Versterre

Z L Addison

J Woolford

SECRETARY:

Z L Addison

REGISTERED OFFICE:

Ings Road

Doncaster

South Yorkshire

DN5 9TL

REGISTERED NUMBER:

00437914 (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

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

REVIEW OF BUSINESS

The company is a wholly owned subsidiary of SARIA Limited and operates as part of the Group's Food Service Division. The company operates from 12 depots based solely within the UK. Its principal activities are the purchase and distribution of food, soft drink and packaging products to the fast food industry in the UK.

SECTION 172(1) COMPANIES ACT 2006 STATEMENT

The Directors of T.Quality Limited consider both collectively and individually that they have acted in good faith, and in a manner most likely to create and promote the success of the company for the benefit of its members as a whole as defined by s172(1) Companies Act 2006 during the year ended 31 December 2024 supported by delivery of the long term business plan ("the plan").

In developing and implementing the plan, the directors have considered the following key objectives as defined by s172 of the Companies Act:

a. The likely consequences of any decision in the long term

b. The interests of the company's employees

c. The need to foster the company's business relationships with suppliers, customers and others

d. The impact of the company's operations on the community and the environment

e. The desirability of the company maintaining a reputation for high standards of business conduct, and

f. The need to act fairly as between members of the company.

The implementation of the plan is underpinned by the introduction of the SARIA SE & Co. KG Group global policies on corporate compliance which set out our obligations in the following key areas:

1. Appropriate working conditions

The company respects human rights and employment law, without exception.

The board of directors' respects human rights in strict accordance with the European Convention on Human Rights (ECHR). We reject all forms of forced or compulsory labour. Equally, we are opposed to all forms of child labour. The minimum age for admission to employment shall be as set out in the respective national legislation or collective bargaining agreements - provided these comply with the Minimum Age Convention adopted by the International Labour Organisation (ILO).

The company promotes equal opportunities and equal treatment of employees, rejecting all forms of discrimination on any ground whatsoever, e.g. race, ethnic origin, gender, religion, political or other opinion, disability, age or sexual identity. The company recruits and promotes employees solely on the basis of professional qualifications and performance.

The company seeks to ensure that every employee, without exception, is treated equally and fairly and that all employees are aware of their responsibilities. Our policies and procedures fully support our disabled colleagues.

The Group is responsive to the needs of its employees. As such, should any employee of the Group become disabled during their time with us, we will actively retrain that employee and make reasonable adjustments to their working environment where possible, in order to keep the employee with the Group. It is the policy of the Group that the recruitment, training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

SARIA is a 'Disability Confident' registered employer as per Stage 1 of the Disability Confident Scheme - https://disabilityconfident.campaign.gov.uk/ - which is an ongoing commitment to ensuring inclusion and diversity within the workplace.

2. Health and Safety

The promotion of high standards of health, safety and welfare at work is a prime objective for the company, its employees and business partners (such as contractors and other service providers). The Board of Directors therefore affirm the company will do all that is reasonably practicable to protect its employees and other people who come into contact with the company or its products from personal injury or hazards to health, arising from any foreseeable risks.

3. Fair competition and Integrity in our business dealings

As the board of Directors, our intention is to behave responsibly and ensure that the management operate the business in a responsible and sustainable manner, both financially and environmentally.

Collectively we will continue to operate to the high standards of integrity expected of a business such as ours, and to employ a system of continuous improvement with training and development in line with our commitment to responsible behaviour.

When dealing with all partners, whether they are suppliers, customers, or other stakeholders, we will ensure the relationship is always maintained in a professional and responsible manner. A principal objective from our plan is the delivery of long-term successful returns for the company and our business partners.

4. Cooperation with the authorities

The company is committed to maintaining a constructive relationship with all the relevant authorities while safeguarding its own interests and rights.

5. Correct payment of taxes and duties

The company's parent, SARIA Group, has a presence in many countries and is a stakeholder in the local economies in which it operates. The payment of taxes is essential for the stability and infrastructure of an economy, and therefore also has a direct impact on factors that are important for our success.

Declaring and paying taxes and duties in time and in accordance with legal requirements is a social responsibility that we take very seriously.

We aim to fulfil our tax obligations in an accurate and timely manner, to pay the appropriate amount due and always act in good faith in our dealings with the tax authorities in the countries in which we operate. To achieve this aim, we have put in place an internal control system that can prevent or detect material errors.

6. Ethical sourcing of products

T.Quality take great pride in protecting fish stocks for future generations, managing the resource sustainably and taking steps to respect the habitats we purchase fish from.

The important aspect for us as a business is that the MSC certification formally demonstrates this higher commitment to sustainability. Our customers are demanding a product with the MSC brand to pass on to their customers seeking the trust mark of a sustainably sourced product.

KEY PERFORMANCE INDICATORS (KPIs)

As shown in the company's income statement on page 10, sales achieved for 2024 were £122,468,314 against last year £124,389,749, a 1.5% decrease in sales.

Key Performance indicators of Trading Gross Margin, Gross Margins after ARDs and Net Profit remain a major focus.

Year End 31/12/2024 Year End 31/12/2023

Trading Gross Margin % 15.65% 15.04%

Gross Margin % after ARD's / Discounts 18.22% 17.42%

Net Profit Margin (PBT) % (1.09)% (0.85)%

The company has made a net loss for the period of £1,222,775 from a loss of £829,143 in the previous year. At the year end the shareholder's funds were £13,136,927 (2023 - £14,359,703).

The core business of T. Quality is changing. Now, over 20% of the customer base is "None Core" representing a mixture of varied Fast-Food Outlets, Public Houses and Cafes.

As T. Quality diversifies so does its sales and margin mix. As high priced/low margin fish sales slow, an increase is seen in other higher commodity groups such as chicken and our new range of desserts which has developed strongly since its launch in April 2024. The growth in this category is likely to be substantial in 2025. T. Quality also launched an online offering with several suppliers of equipment which are not stocked by us but are available for next day delivery. This has been building steadily throughout the year and is part of the strategy of "endless aisles", supporting our one stop shop philosophy.

Technology plays a big part of the transformation map with online order remaining in growth. At the back end of 2024 the launch of the T. Quality App further strengthened our offering and again engaged a new customer line. Technology has also been a keen focus within Operations, ensuring standards, Health and Safety and transport all get the service they deserve.

Customer trading numbers continue to increase across the country along with line count per customer invoice. Customers remain price conscious across all sectors but with higher buying power this mitigates those pressures.

Cost control remains a key focus. Route planning, vehicle utilisation and pricing efficiencies are all key drivers in our operational plan. A move towards BRC accreditation is part of the this journey to allow the company to enter into a larger customer base as a complete food service solution.

The balance sheet on page 12 of the financial statements shows the company's financial position at the year end and reflects a very strong position, despite current year challenges. The directors are confident in the business plan and objectives for growth in new markets.

Details of the trading amounts owed to/by group undertakings are as shown in note 14 and 15 on page 20 and 21.

Aside from those stated above, the company's directors believe that further key performance indicators for the company are not necessary or appropriate for an understanding of the development, performance, or position of the business.

PRINCIPAL RISKS AND UNCERTAINTIES

Pressure from competitors across the UK continues to be a threat, but T Quality is seen as a safe port, with a knowledgeable team, and reliable delivery service. It has a strong relationship with many of its customers and has great trading terms with its suppliers.

The company is financed by a group facility provided in conjunction with its parent company and has no third-party debt. It therefore has minimal interest rate exposure.

Group risks are discussed in the Group's Annual Report which does not form part of this report.

FINANCIAL INSTRUMENTS

The company has a normal level of exposure to price, credit, liquidity and cash flow risks arising from trading activities.

EMPLOYEE INVOLVEMENT

The directors are committed to ensuring genuine and effective employee involvement in the company's activities. The company believes that by providing regular updates to staff as to the company's progress, taking cognisance of staff feedback and by involving staff where possible in decisions, the overall effectiveness of the business through this team work is enhanced and that the morale of the work force is positively impacted.

FUTURE DEVELOPMENTS

The directors anticipate that they will continue to develop the company's established activities, taking advantage of any growth opportunities that may present themselves.

ON BEHALF OF THE BOARD:

Z L Addison - Director

8 August 2025

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

DIVIDENDS

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

DIRECTORS

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

R G Brooks

M J Crees

S H S Savage

Other changes in directors holding office are as follows:

A R Smith - resigned 31 July 2024

D Creese - resigned 31 December 2024

T B Versterre - appointed 3 October 2024

Z L Addison and J Woolford were appointed as directors 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.

STREAMLINED ENERGY AND CARBON REPORTING

Covering energy use and associated greenhouse gas emissions relating to gas, electricity and transport, intensity ratios and information relating to energy efficiency actions.

Current reporting year (Jan 24 - Dec 24)

Key Performance Indicator (KPI)

Amount '24

Amount '23

Unit

Electricity Usage

4,225,393

4,328,625

kWh

Gas Usage

162,814

175,298

kWh

Diesel Usage

1,227,679

1,240,000

litres

Total emissions generated through use of purchased electricity

886

1,095

tCO2e

Total emissions generated through combustion of gas

33

32

tCO2e

Total emissions generated through business travel

3,044

3,323

tCO2e

Total gross emissions

3,943

4,450

tCO2e

Intensity ratio (total gross emissions)

0.02075

0.0228

tCO2e per sqft

Energy efficiency actions

We are committed to responsible energy management and will practice energy efficiency throughout our organisation, wherever it is cost effective. We recognize that climate change is one of the most serious environmental challenges currently threatening the global community and we understand we have a role to play in reducing greenhouse gas emissions.

We have implemented the policies below for the purpose of increasing the businesses energy efficiency in the relevant financial year.

- Upgrade vehicles

- Introduction of hybrid vehicles into the car portfolio

- Increased availability and encouraged use of video conferencing.

- Reduced travel costs by reducing number of face to face meetings with clients and suppliers

The following energy efficiency measures are under continued consideration for implementation during 2025

- Continue to update lighting to LED and add light sensors to all site containers

- Continue installation of more efficient freezers within our depot network

- Continue upgrade of vehicles both commercial and private

Methodology used in the calculation of disclosures

ESOS methodology (as specified in Complying with the Energy Savings Opportunity Scheme version 6, published by the Environment Agency 28/10/2019) used in conjunction with Government GHG reporting conversion factors.

DISCLOSURE IN THE STRATEGIC REPORT

The directors have chosen to include details of engagement with employees, suppliers, customers and others in business relationships with the company in their strategic report, as this is deemed to be of strategic importance to the company.

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;

-	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 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.

AUDITORS

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

ON BEHALF OF THE BOARD:

Z L Addison - Director

8 August 2025

Opinion

We have audited the financial statements of T Quality 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.

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 six, 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.

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

8 August 2025

TURNOVER

3

122,468,314

124,389,749

Cost of sales

101,686,891

104,375,049

GROSS PROFIT

20,781,423

20,014,700

Distribution costs

10,184,652

9,998,810

Administrative expenses

11,974,081

11,143,665

22,158,733

21,142,475

(1,377,310

)

(1,127,775

)

Other operating income

89,445

87,061

OPERATING LOSS

5

(1,287,865

)

(1,040,714

)

Interest receivable and similar income

8

14,506

33,056

(1,273,359

)

(1,007,658

)

Interest payable and similar expenses

9

56,456

55,266

LOSS BEFORE TAXATION

(1,329,815

)

(1,062,924

)

Tax on loss

10

(107,040

)

(233,781

)

LOSS FOR THE FINANCIAL YEAR

(1,222,775

)

(829,143

)

LOSS FOR THE YEAR

(1,222,775

)

(829,143

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(1,222,775

)

(829,143

)

FIXED ASSETS

Intangible assets

11

189,054

276,309

Tangible assets

12

2,527,389

2,672,435

2,716,443

2,948,744

CURRENT ASSETS

Stocks

13

15,786,225

13,717,872

Debtors

14

8,271,412

9,659,340

Cash at bank and in hand

624,267

615,106

24,681,904

23,992,318

CREDITORS

Amounts falling due within one year

15

14,261,419

12,581,359

NET CURRENT ASSETS

10,420,485

11,410,959

TOTAL ASSETS LESS CURRENT LIABILITIES

13,136,928

14,359,703

CAPITAL AND RESERVES

Called up share capital

19

157,200

157,200

Revaluation reserve

20

311,380

326,838

Other reserves

20

42,800

42,800

Retained earnings

20

12,625,548

13,832,865

SHAREHOLDERS' FUNDS

13,136,928

14,359,703

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

Z L Addison - Director

Called up

share

Retained

Revaluation

Other

Total

capital

earnings

reserve

reserves

equity

£

£

£

£

£

Balance at 1 January 2023

157,200

14,646,550

342,296

42,800

15,188,846

Changes in equity

Total comprehensive income

-

(813,685

)

(15,458

)

-

(829,143

)

Balance at 31 December 2023

157,200

13,832,865

326,838

42,800

14,359,703

Changes in equity

Total comprehensive income

-

(1,207,317

)

(15,458

)

-

(1,222,775

)

Balance at 31 December 2024

157,200

12,625,548

311,380

42,800

13,136,928

1.	STATUTORY INFORMATION

T. Quality 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 made a loss in the current and prior year, it has been profit making for many years prior to this and maintains strong positive reserves, therefore the going concern basis of preparation is deemed appropriate by management.

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.

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.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2022, is being amortised evenly over its estimated useful life of five 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.

Short leasehold - Term of the respective lease

Long leasehold - 50 years straight line

Plant & machinery - 3 - 13 years straight line

Motor vehicles - 6 years straight line and estimated remaining useful life of 2 - 6 years (used vehicles)

Stocks

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

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.

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.

Pension costs and other post-retirement benefits

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

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

It also operates a further defined contribution scheme whose assets are held separately from those of the company in independently administered funds.

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

Business combinations

The financial statements incorporate the results of business combinations using the purchase method. In the balance sheet, the acquirees' identifiable assets, and liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the income statement from the date on which control is obtained. They are deconsolidated from the date control ceases.

Any excess of the cost of the business combination over the acquirer's interest in the net fair value of the identifiable assets and liabilities is recognised as goodwill.

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

122,271,140

124,265,283

Europe

107,589

116,556

Rest of World

89,585

7,910

122,468,314

124,389,749

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

10,260,576

10,299,895

Social security costs

936,211

952,382

Other pension costs

470,360

605,430

11,667,147

11,857,707

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

2024

2023

Sales

14

13

Distribution

228

242

Admin

74

77

316

332

2024

2023

£

£

Directors' remuneration

472,640

419,696

Directors' pension contributions to money purchase schemes

52,981

106,860

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

4

4

Information regarding the highest paid director is as follows:

2024

2023

£

£

Emoluments etc

188,691

163,537

Pension contributions to money purchase schemes

19,618

36,919

The wages and salaries figure includes £518,993 of temporary staff costs (2023: £323,113).

5.	OPERATING LOSS

The operating loss is stated after charging/(crediting):

2024

2023

£

£

Depreciation - owned assets

432,800

407,292

Profit on disposal of fixed assets

(1,883

)

(6,298

)

Goodwill amortisation

87,255

87,256

Operating leases

750,819

759,194

Hire of plant and machinery

3,225,356

3,071,645

6.	AUDITORS' REMUNERATION

2024

2023

£

£

Fees payable to the company's auditors and their associates for the audit of the company's financial statements

24,960

24,000

In the year ended 31 December 2024, the company's auditor, Paylings, received a total of £28,197 in fees. Of this total, £24,960 was for the audit of the company's financial statements, and £3,237 was for other services, including tax compliance services.