REGISTERED NUMBER: 08811240 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

for

Northbay Pelagic Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTORS:

J J Colam

Interfish Limited

I.F. Limited

REGISTERED OFFICE:

FFT

Reedham House

31 King Street West

Manchester

Greater Manchester

M3 2PJ

BUSINESS ADDRESS:

Kirk Square

Peterhead

AB42 1RQ

REGISTERED NUMBER:

08811240 (England and Wales)

SENIOR STATUTORY AUDITOR:

I Sluckis BA FCA

AUDITORS:

Freedman Frankl & Taylor

Statutory Auditors

Chartered Accountants

Reedham House

31 King Street West

Manchester

M3 2PJ

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

The principal activity of the company continued to be that of wholesale supply of pelagic fish in both domestic and overseas markets.

The results for the year, and the financial position of the company are shown in the annexed financial statements.

The company regards the KPI's as turnover and profitability, both of which are stated in the financial statements.

The directors continue to pay close attention to the environmental impact of their operations by making sure that the company operates in the most efficient manner.

The directors also continue to take steps to ensure that high safety and welfare standards are maintained for all company personnel.

The principal risks and uncertainties affecting the business include foreign currency exchange, raw material and energy prices and the actions of regulatory authorities. All these are closely monitored by the company.

ON BEHALF OF THE BOARD:

J J Colam - Director

3 September 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.

J J Colam

Interfish Limited

I.F. Limited

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.

ON BEHALF OF THE BOARD:

J J Colam - Director

3 September 2025

Opinion

We have audited the financial statements of Northbay Pelagic 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 and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

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 three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditors' responsibilities for the audit of the financial statements

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

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

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

-

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

-

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

-

any matters we identified having obtained and reviewed the Company's documentation of their policies and procedures relating to:

-

identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;

-

detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

-

the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

-

the matters discussed among the audit engagement team and involving other internal specialists including tax regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risks of management override.

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

Our procedures to respond to risks identified included the following:

-

reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

-

enquiring of management concerning actual and potential litigation and claims;

-

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

-

obtained an understanding of provisions and held discussions with management to understand the basis of recognition or non-recognition of tax provisions; and

-

in addressing the risks of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or noncompliance with laws and regulations throughout the audit.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

I Sluckis BA FCA (Senior Statutory Auditor)

for and on behalf of Freedman Frankl & Taylor

Statutory Auditors

Chartered Accountants

Reedham House

31 King Street West

Manchester

M3 2PJ

15 September 2025

TURNOVER

3

56,325,401

42,902,327

Cost of sales

(53,484,763

)

(40,432,742

)

GROSS PROFIT

2,840,638

2,469,585

Administrative expenses

(2,775,549

)

(2,381,203

)

65,089

88,382

Other operating income

36,712

-

OPERATING PROFIT

5

101,801

88,382

Interest receivable and similar income

5,072

-

PROFIT BEFORE TAXATION

106,873

88,382

Tax on profit

6

210,169

734,137

PROFIT FOR THE FINANCIAL YEAR

317,042

822,519

PROFIT FOR THE YEAR

317,042

822,519

OTHER COMPREHENSIVE INCOME

Revaluation reserve released

Income tax relating to other comprehensive income

15,923

15,616

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

15,923

15,616

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

332,965

838,135

FIXED ASSETS

Tangible assets

7

19,538,433

18,106,326

Investments

8

190,000

190,000

19,728,433

18,296,326

CURRENT ASSETS

Stocks

9

21,019,800

15,975,552

Debtors

10

4,188,972

4,738,517

Cash at bank and in hand

3,176,555

1,125,139

28,385,327

21,839,208

CREDITORS

Amounts falling due within one year

11

(18,018,345

)

(11,554,172

)

NET CURRENT ASSETS

10,366,982

10,285,036

TOTAL ASSETS LESS CURRENT LIABILITIES

30,095,415

28,581,362

CREDITORS

Amounts falling due after more than one year

12

(11,830,616

)

(10,908,660

)

PROVISIONS FOR LIABILITIES

15

(458,696

)

(199,564

)

NET ASSETS

17,806,103

17,473,138

CAPITAL AND RESERVES

Called up share capital

16

14,000,000

14,000,000

Revaluation reserve

17

2,384,280

2,432,050

Retained earnings

17

1,421,823

1,041,088

SHAREHOLDERS' FUNDS

17,806,103

17,473,138

The financial statements were approved by the Board of Directors and authorised for issue on 3 September 2025 and were signed on its behalf by:

J J Colam - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2023

14,000,000

156,101

2,478,902

16,635,003

Changes in equity

Total comprehensive income

-

884,987

(46,852

)

838,135

Balance at 31 December 2023

14,000,000

1,041,088

2,432,050

17,473,138

Changes in equity

Total comprehensive income

-

380,735

(47,770

)

332,965

Balance at 31 December 2024

14,000,000

1,421,823

2,384,280

17,806,103

1.	STATUTORY INFORMATION

Northbay Pelagic 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 as modified by the revaluation of certain assets.

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.

Significant judgements and estimates

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

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

Significant accounting Judgements

The significant accounting judgements that the director has made in the process of applying the Company's accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are in respect of fixed assets as discussed below.

Key sources of estimation uncertainty

The key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are disclosed below.

Assessing indicators of impairment

In assessing whether there have been any indicators of impairment assets, the directors have considered both external and internal sources of information such as market conditions and experience of recoverability. There have been no indicators of impairments identified during the current financial year.

Tangible fixed assets

Tangible fixed assets, are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Turnover

Turnover represents the amount derived from the provision of goods and services falling within the company's ordinary activities after deduction of trade discounts and value added tax.

Tangible fixed assets

Tangible fixed assets are initially recorded at cost less accumulated depreciation and accumulated impairment losses.

Depreciation of fixed assets is calculated to write off their cost or valuation less any residual value over their estimated useful lives as follows :

Leasehold property

over the period of the lease

Improvements to property

over the period of the lease

Plant and machinery

10% reducing balance

Motor vehicles

25% reducing balance

Fixtures and fittings

15% reducing balance

Computer equipment

33% reducing balance

An amount equal to the excess of the annual depreciation charge on revalued assets over the notional historical cost depreciation charge on those assets is transferred annually from the revaluation reserve to the profit and loss reserve.

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 finances its activities with a combination of borrowings,cash and short term deposits. Other financial assets and liabilities, such as trade receivables and trade payables, arise directly from the company's operating activities.

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

Pension costs and other post-retirement benefits

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

Operating leases

Rentals paid under operating leases are charged to income as incurred.

Government grants

Government grants received are credited to the profit and loss account as the related expenditure is incurred.

Going concern

The company is reliant on the financial support of Interfish Limited who have indicated their financial support for the foreseeable future.

On this basis, the directors have a reasonable expectation that the company has adequate resources and thus have adopted the going concern basis of accounting in preparing the annual financial statements.

3.

TURNOVER

Turnover represents the amount derived from the provision of goods and services which fall due within the company's ordinary activities, stated net of value added tax. In the opinion of the directors it would be seriously prejudicial to the company's interest to provide an analysis of turnover between geographical areas or class of business.

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

3,400,873

2,628,930

Social security costs

250,309

187,197

Other pension costs

38,954

33,539

3,690,136

2,849,666

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

2024

2023

Production staff

54

46

Administration staff

9

8

63

54

2024

2023

£

£

Directors' remuneration

-

-

5.	OPERATING PROFIT

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

2024

2023

£

£

Depreciation - owned assets

1,167,025

947,978

(Profit)/loss on disposal of fixed assets

(5,122

)

460,668

Auditors' remuneration

34,800

32,200

Foreign exchange differences

240,241

(190,162

)

Operating lease - other

93,168

86,579

Operating lease - land & buildings

114,346

114,346

6.

TAXATION

Analysis of the tax credit

The tax credit on the profit for the year was as follows:

2024

2023

£

£

Current tax:

Group relief

(485,224

)

(734,137

)

Deferred tax

275,055

-

Tax on profit

(210,169

)

(734,137

)

Reconciliation of total tax credit included in profit and loss

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

2024

2023

£

£

Profit before tax

106,873

88,382

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 25%)

26,718

22,096

Effects of:

Expenses not deductible for tax purposes

-

25

Capital allowances in excess of depreciation

(109,090

)

(756,258

)

Utilisation of losses brought forward

(127,797

)

-

Total tax credit

(210,169

)

(734,137

)

Tax effects relating to effects of other comprehensive income

2024

Gross

Tax

Net

£

£

£

Revaluation reserve released

-

15,923

15,923

2023

Gross

Tax

Net

£

£

£

Revaluation reserve released

-

15,616

15,616

7.	TANGIBLE FIXED ASSETS

Improvements

Leasehold

to

Plant and

property

property

machinery

£

£

£

COST OR VALUATION

At 1 January 2024

9,234,538

26,806

16,852,064

Additions

552,356

-

2,041,671

Disposals

-

-

-

At 31 December 2024

9,786,894

26,806

18,893,735

DEPRECIATION

At 1 January 2024

1,254,306

2,905

6,915,533

Charge for year

161,995

464

957,819

Eliminated on disposal

-

-

-

At 31 December 2024

1,416,301

3,369

7,873,352

NET BOOK VALUE

At 31 December 2024

8,370,593

23,437

11,020,383

At 31 December 2023

7,980,232

23,901

9,936,531

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

£

£

£

COST OR VALUATION

At 1 January 2024

54,421

166,399

122,052

26,456,280

Additions

-

-

6,400

2,600,427

Disposals

-

(23,000

)

-

(23,000

)

At 31 December 2024

54,421

143,399

128,452

29,033,707

DEPRECIATION

At 1 January 2024

42,616

68,996

65,598

8,349,954

Charge for year

1,771

24,027

20,949

1,167,025

Eliminated on disposal

-

(21,705

)

-

(21,705

)

At 31 December 2024

44,387

71,318

86,547

9,495,274

NET BOOK VALUE

At 31 December 2024

10,034

72,081

41,905

19,538,433

At 31 December 2023

11,805

97,403

56,454

18,106,326

Cost or valuation at 31 December 2024 is represented by:

Improvements

Leasehold

to

Plant and

property

property

machinery

£

£

£

Valuation in 2014

3,248,330

-

-

Cost

6,538,564

26,806

18,893,735

9,786,894

26,806

18,893,735

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

£

£

£

Valuation in 2014

-

-

-

3,248,330

Cost

54,421

143,399

128,452

25,785,377

54,421

143,399

128,452

29,033,707