The directors present the strategic report for the period ended 31 March 2025.
The principal activity of the group is the purchase, storage, sales and marketing of plant-based food ingredients to the food service market in the UK and Ireland.
Vegetarian Express will continue to pursue the same strategy it set out with in 1987: to fill its customers’ plates with plant-based ingredients, ideas and inspiration. We firmly believe that the future of food lies in plant-based diets which are better for people, the planet and business.
Vegetarian Express has since developed into a leading UK plant-based food category specialist servicing the out of home food market. Supplying over 4,000 chefs nationally it is our mission to inform, inspire and educate them to the benefits of a plant-based diet. We offer an extensive range of Vegetarian Express branded frozen, ambient and chilled products as well as some exclusive third-party brands.
As declared in the Statement of Comprehensive Income, turnover for the period ending 31 March 2025 is £23,551,742.
Vegetarian Express continues to gain momentum and reputation as the go-to for premium plant-based innovation and ingredients. We are increasingly the first point of call for manufacturers and brands looking to launch their products into UK Foodservice. Our strategy remains resolute to have a highly differentiated range of best in class plant-based products. We are privileged to work with the best in the business, and exciting up and coming manufacturers who want to work with us to produce best in class plant-based products, targeted at discerning chefs.
Vegetarian Express has seen strong signs of growth into previously untapped foodservice sectors during the year. Vegetarian Express have gained prestigious customers and seen real growth particular into the Events and Stadia sectors. In addition, there has also been encouraging growth in the University Catering sector, which has long been identified as a key growth sector, with increasing demand for plant-based food from students plus universities looking to support their ESG agendas by getting more plant-based food on menus.
In order to manage the significant year on year sales growth the Company has continued to invest in the future of the business to ensure it is ready to meet and exceed demand. This investment has been business wide, from building stock (both existing and new NPD), investment in people and continued funding of our digital channels.
Vegetarian Express continues to build and enhance our online-plant-based food store, underpinned by the expertise, specialist range, and unique operational capabilities of the core business. As the ‘original plant-based foodies’, Vegetarian Express is well positioned to appeal to flexitarians and meat reducers.
A risk that the Company is continuing to monitor is inflation. A number of mitigating factors have already been implemented including building out our Supply and Procurement team, managing supplier inflationary pressures through our pricing reviews with customers, switching suppliers where appropriate to do so as well as focusing on own label products. Whilst we recognise that the Company is not immune to the risk of further inflation the directors believe it is manageable.
The Directors have assessed the Company’s ability to continue as a going concern and are satisfied that it has adequate resources to meet its obligations for at least 12 months from the date of approval of the financial statements. This assessment considered forecast cash flows, current trading performance, and access to financing. Based on this review, the Directors believe it is appropriate to prepare the financial statements on a going concern basis, see note 1.5.
Financial
We have an extensive set of departmental KPI dashboards, which are reviewed on a monthly basis including key components of revenue growth.
Other
Other KPIs include Health and Safety standards, Customer Satisfaction (via Net Promotor Score, NPS), B Corporation objectives (Environmental and Human Capital) and Ecovardis audit. We have a robust reporting framework on all of these KPIs and report on a monthly basis.
B Corporation Report
As a Certified B Corporation (B Corp), the directors are required to file a Strategic Report to accompany the Company’s annual accounts as if section 414B Companies Act 2006 did not apply.
During the year we continued to undertake development of the Company in a number of ways:
Engaged with new and existing customers, enabling us to continue to help more people reduce their meat intake, improving their health and reducing carbon emissions.
We continue to focus and launch a number of new and exciting products to further entice end users.
We have extended our delivery reach further into the UK and Ireland and reduced the environmental impact of our fleet with various initiatives.
We have invested significantly in our people management capability as well as employee training, in particular plant-based product training for our rapidly expanding sales team so they can better support our customers.
We have expanded our development chef team to enable us to invest more time delivering plant-based training with customers to help us further our mission to get more plant-based food on menus.
We have continued with Social and Environmental Impact reporting at Board level and monitor against a KPI framework.
We continue to work with charities to donate surplus or short-dated stock.
Looking forward our priorities remain the same which are to provide the best plant-based ingredients, ideas and inspiration to our customers so that they can provide delicious plant-based menus.
On behalf of the board
The directors present their annual report and financial statements for the period ended 31 March 2025. The company was incorporated on 18 December 2023.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
The auditor, Moore Kingston Smith LLP, was appointed as auditor during the year and this is their first year of appointment for the company.
We have audited the financial statements of VEL Group Topco Limited (the 'parent company') and its subsidiaries (the 'group') for the period from incorporation (18 December 2023) to 31 March 2025 which comprise and notes to the financial statements, including 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).
Basis for 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 group's and parent 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Explanation as to what extent the audit was considered capable of detecting irregularities, including
fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities,
including fraud is detailed below.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of noncompliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
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 for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party 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.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £nil.
VEL Group Topco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 7a Odhams Trading Estate, St. Albans Road, Watford, WD24 7RY.
The group consists of VEL Group Topco Limited and all of its subsidiaries.
The company was incorporated on 18 December 2023 and has established a reporting date of 31 March. These financial statements present information for the period from incorporation to 31 March 2025.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The consolidated group financial statements consist of the financial statements of the parent company VEL Group Topco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
The group has net liabilities of £3.2m at the balance sheet date after a loss for the period of £3.7m. This loss for the year includes exceptional items of £0.9m. The group has gross current assets of £5.2m and net current assets of £1.81m.
The results of the trading activities of its subsidiary (Vegetarian Express Limited) for the year ended 31 March 2025 are as follows. Turnover is £21.8m, with a profit for the year of £0.7m. At the balance sheet date, the company had net assets of £2.0m, and net current assets of £1.7m. The group is financed through loan notes held in VEL Group Bidco Limited, which is a subsidiary of this company. The loan note holders have confirmed their continued support by confirming that, subject to a significant change in control, they will not seek repayment of any loan note capital or loan note interest which has already been accrued or will become payable for a period of at least 12 months from the date of approval of these financial statements.
The forecasts show that the company will continue to be able to repay its liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements. The company is currently trading inline with the latest forecasts, which do not indicate the need for any additional funding in the next 12 months.
Accordingly, the directors have prepared the financial statements on a going concern basis.
Turnover 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.
Turnover from the sale of goods is recognised when all of the following conditions are satisfied:
the company has transferred the significant risks and rewards of ownership to the buyer;
the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of turnover can be measured reliably;
it is probable that the company will receive the consideration due under the transaction; and,
the costs incurred or to be incurred in respect of the transaction can be measured reliably
In practice these conditions are satisfied on delivery, hence this is the point of revenue recognition.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the 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 an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and 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, which include debtors 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.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price 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 creditors 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 not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
In the application of the group’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 current and future periods.
Judgements in applying accounting policies
The directors must judge whether all of the conditions required for revenues to be recognised in the Statement of Comprehensive Income for the financial year have been met
Key sources of estimation
There are key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period, that have significant risk of causing material adjustment to the carrying value of assets and liabilities within the next reporting period, these include:
(i) Valuation and impairment of software and goodwill - note 11
(ii) Useful economic life of software and goodwill - note 11
(iii) Useful economic life of fixed assets - note 12
(iv) Recoverability of stock - note 15
(v) Recoverability of trade debtors - note 16
(vi) Recognition of deferred tax - note 22
(vii) Estimation of provision of uncertain amounts - note 21
All turnover arose within the United Kingdom and arose from the only principal activity of the group.
Exceptional items are in relation to costs relating to the group acquisition in the period. The directors consider these to be exceptional owing to the amounts involved and the one-off nature of these costs.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
There are 9 key management personnel in the group other than the Directors. Total key management personnel's remuneration was £808,928.
The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
During the period, management conducted an impairment review of goodwill which indicated that recoverable amount exceeded carrying amount and therefore no impairment has been recognised. The recoverable amount is based on it net realisable value, which has been calculated with reference to its value in use.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Details of the company's subsidiaries at 31 March 2025 are as follows:
The carrying value of stocks are stated net of impairment losses totalling £161,602.
Impairment losses totalling £322,079 were recognised in the profit and loss.
An impairment loss of £56,892 was recognised against trade debtors.
Amounts due in relation to finance leases are secured by fixed and floating charges over assets the lease relates to.
The loan notes carry interest at 12% per annum, and were issued during the period to 31 March 2025. Amounts due in relation to loan notes are secured by fixed and floating charges over all the assets and undertakings of VEL Group Bidco Limited and its subsidiary undertakings.
Finance lease payments represent rentals payable by the group for certain items of plant and machinery and motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
The dilapidations provision reflects the cost of returning the company's rented property to its original form. While it is probable that some costs will be incurred however, there is some uncertainty over the amount payable, and the current provision is considered prudent by management.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Each holder of ordinary, A. B1 and B2 shares shall be entitled to receive notice of, attend and vote at general meetings of the group and on a poll to one vote for each share held.
Share premium account includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.
On 16 February 2024 the group acquired the business of Vegetarian Express Topco Limited and its subsidaries.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The company has taken advantage of the exemption conferred by FRS 102 not to disclose transactions with wholly owned subsidiaries with the group.
The Group incurred management fees of £105,280 payable to NVM GP LLP, a controlling party. There were also out of pocket expenses in the period of £455. At the period end £Nil was outstanding in respect of these amounts.
The Group also incurred out of pocket expenses of £147 (2024: £Nil) in relation to Duncan Gibson, a
shareholder, in the period. At the period end £Nil was outstanding in respect of these amounts.