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

Industrial Chemicals Group Ltd was incorporated in March 1976 as a manufacturer and trader of industrial chemicals. Currently employing approximately 473 people and headquartered in Warley, Essex, with production facilities across the UK in West Thurrock, Newcastle, Port Clarence, Selby and Widnes.

Business Review

2024 represented a challenging year for Industrial Chemicals and the wider chemical industry, with Global instability, energy price volatility, and regulatory pressures continuing to weigh heavily on margins.

Despite these challenges Industrial Chemicals remains financially resilient, recording Turnover of £169.77m (2023: £188.49m). This reduction was driven mainly by lower market pricing across high-volume products. While turnover fell 10%, profitability was supported by tighter cost control and robust customer demand in all key markets.

Gross profit margin was broadly stable at 41.6% (2023: 41.1%), resulting in an EBITDA before exceptionals of £15.4m (2023: £17.3m) and post-tax profit of £5.5m (2023: £7.1m) reflecting both margin pressures and exceptional items, most notably a £2.56m provision for Health & Safety and Environmental fines following a historic operational incident at West Thurrock.

Balance Sheet

Raw material and finished goods stock closed the year at £4.7m (2023: £5.5m). This reduction reflects the Group’s active management of inventory, with a particular focus on lowering finished goods levels. The improvement supports more efficient use of working capital and aligns with our ongoing commitment to operational discipline and supply chain effectiveness.

Trade Debtors increased within the year to £17.7m (2023 £17.1m), reflecting a broader market trend of customers pushing for extended payment terms during the year.

Trade Creditors increased by £1.6m to £18.7m, primarily due to higher operational costs incurred across the business during 2024. The increase also reflects ongoing investment activity, as evident from the level of assets under construction during the year.

Our bank borrowings reduced to £7.2m from £11.5m, demonstrating our continued focus on cash management and debt reduction within the business.

Days sales outstanding (DSO) reduced on average by 5.1 days across the year to 38.4 days, whilst Creditor days (CDO) increased by 12.5 days to 69.0 days on average for the year. A key focus for the business is maintaining an acceptable ratio for both our customers and suppliers in this regard and this will continue to be monitored closely in 2025.

Capital Expenditure

Capital projects were directed towards general upgrades to Chlor Alkali capacity in West Thurrock, enhancing production at all existing Ferric Sulphate plants, and continued investment in the new Poly Aluminium Chloride (PAC) plant at West Thurrock, with construction to be completed in Q2 2025, with commissioning scheduled for Q3 2025.

In addition, the demolition and removal of the dormant Grays site progressed, funded through recovered scrap value, with full closure of the site expected in Q4 2025.

The relocation of head office functions from Grays to Warley, Essex was completed in February 2024, supporting centralisation and efficiency. All staff transferred with no redundancies.

Total capital expenditure reached c.£15m.

Outlook 2025

The UK chemicals sector in 2025 remains structurally disadvantaged relative to international peers. Energy and carbon costs are uncompetitive, and the fiscal environment under the new UK government offers little immediate relief. UK chemical production fell by almost one-third between 2021–2024. Growth projections for 2025 remain muted at c.1.7% versus c.2.1% for the Eurozone. Sentiment is cautiously optimistic among operators, but expectations remain constrained.

The government has reiterated commitment to maintain corporation tax at 25%, with limited headroom for sector- specific reliefs. Windfall-style taxes remain in place for oil & gas operators; which indirectly impacts chemicals through reduced upstream investment and higher input costs. Business rates reform has not yet materialised, resulting in continued significant fixed costs for our sites.

The UK government must recognise the chemicals manufacturers are a strategic enabler of UK industrial growth. Failure to reposition to support this market now risks further contraction and divestment; bold action can still convert headwinds into long-term strategic advantage.

Nevertheless, we remain well positioned with a robust balance sheet, diversified product portfolio, and new PAC capacity coming online to meet any challenges. Early trading in 2025 indicates stable volumes, albeit at moderated pricing. Strategic focus will remain on margin recovery, operational efficiency, and securing long-term supply contracts with UK water companies.

The Board acknowledges the resilience and dedication of employees through a difficult trading environment. Customer and supplier relationships remain central to the our stability.

UK regulatory drivers in water treatment markets continue to support long-term demand. Our strategy remains to invest throughout the cycle, strengthen our capital base, and enhance productivity across all operations.

Principal Risks and Uncertainties

In addition to the factors described elsewhere in this Annual Report, the following are the most significant known factors, risk and uncertainties that could cause actual results to differ materially from those expected in the Boards of Directors outlook for 2024.

Economic, Political & Trade Uncertainty

The deterioration of the global economy resulting from any further Global political tensions, or social crisis could affect the Group’s results, financial condition and cash flows. In addition, the Group’s ability to access the credit and capital markets under attractive rates and terms would be affected, which would negatively impact on the Group’s liquidity and our ability to pursue certain growth initiatives.

The Group prepares strategic plans to review demand in existing markets and potential new opportunities on a regular basis, responding rapidly to changing market conditions, taking necessary mitigating actions where required and using appropriate bank and alternative hedging facilities where applicable to ensure we adapt to any economic conditions.

Loss/Financial Weakness of Large Customers

Although the Group has an extensive customer base, loss of or material financial weakness of, certain of our largest customers could adversely affect the Group’s financial condition and results until such business is replaced. No assurance can be made that the Group would be able to regain or replace any lost customers.

The Group supplies predominantly well-established diverse customer markets on long term contracts, coupled with long term suppliers and a wide portfolio of products, which aims to mitigate this risk. The Group strategy remains to expand our customer portfolio further and secure long term contracts where possible.

The major water companies are some of our biggest customers, so naturally we monitor developments in this sector and manage credit exposure, whilst maintaining regular communication with key contacts as required.

Technological Failure of Change

Failure to keep pace with changes within the highly competitive markets, in which the Group operates, could result in a lack of competitive products or processes and could result in erosion of margin and loss of market share.

The Group continues the innovation of its existing product portfolio, supporting the current customer base, to ensure the product range remains compliant with legislation and cost effective for all stakeholders. This is coupled with further investment into research and development in all areas of the business, from new products, processes and services to maximise the return for all stakeholders.

The Group is also investing heavily into its business systems staff and infrastructure, to ensure that we remain at the forefront of this vital business resource.

Information Technology Systems Failure

The Group uses a wide variety of complex IT systems in operational and supporting activities. Failure of one or more of the major systems over an extended period could impact on the ability to manufacture or to report operational performance, ultimately impacting on the Group’s profitability.

The Group continuously reviews IT infrastructure, the network environment and cybersecurity protection, to ensure that it has an appropriate robust IT disaster recovery and general business continuity plan. These plans are regularly reviewed and tested, ensuring the continuation of the business systems in the most extreme of circumstances.

Principal Risks and Uncertainties (Continued)

Failure of Significant Sites

Whilst the Group operates from a variety of locations, certain sites are critical due to their scale of specific nature of production activities. Failure of a critical site could significantly impact overall performance.

Business continuity plans include consideration and testing of circumstances in which alternative back up locations may be required. Where possible the Group has replicated significant manufacturing processes across its operations to continue market supply. The Group has also invested in inventory of critical plant and machinery replacements units to further mitigate risk.

Liquidity risk

The Group's policy is to ensure continuity through effective management of its current assets and liabilities, plus an appropriate asset-backed financial package from a leading UK bank. The directors monitor cashflow on a regular basis, with bank balances structured to ensure cash is available when required.

Credit risk

The Group's credit risk is primarily attributable to trade debtors. This risk is minimised by the number of long-established customers, including fortune 500 and utility companies and an emphasis on good credit management throughout the group.

Foreign currency risk

The Group has an exposure to foreign currencies due to selling and purchasing some if of its products in currencies other than sterling. The risk is reduced through the use of forward currency contracts and through quarterly price review mechanisms. The Directors do not consider this to be a material risk.

Key performance indicators

The Group monitors a range of financial and non-financial performance indicators, reviewed regularly against both budget and prior year performance. The principal financial measure is EBITDA (earnings before interest, taxation, depreciation, amortisation and exceptional items), which for the year ended 31 December 2024 was £15.4 million (2023: £17.3 million). The Group continues to monitor overheads closely, maintaining tight cost discipline while protecting areas critical to long-term growth.

Sales and Gross Profit growth per annum

Turnover by geographical region

Non-financial indicators also form a key part of performance monitoring. Health, safety, and environmental metrics are tracked to safeguard employees and contractors, underpinning the Group’s commitment to safe and sustainable operations. Operational performance and stock levels are reviewed regularly to ensure effective working capital management, improve supply chain efficiency, and support customer delivery. Together, these measures provide a balanced view of performance and guide the Group’s focus on sustainable growth.

Stocks and debtors profile

Energy and carbon report

The Group now uses SWEEP as a reporting platform for tracking the Group's carbon data. The group had followed the 2019 HM Government Reporting Guidelines. Following the changes made due to the climate change agreement, the Group has recalculated and restated their electricity consumption due to the conversion factor changing.

During the year the group's annual quantity of CO2 equivalent emissions were broken down as follows:

The annual quantity of energy consumed resulting from the purchase of electricity and consumption of gas was:

The group looks at ways to improve its environmental impact and energy efficiency. As a large energy consumer both for our in-house transport fleet and for our production facilities across the UK, energy consumption is a key metric that we monitor constantly.

We have invested heavily in the most modern transport fleet to drive reductions in our diesel consumption and improve our overall transport operational efficiency.

Our engineering team constantly review the mechanical operations of our plants nationwide, ensuring that the equipment used is the most energy efficient, maximising our production, whilst ensuring our energy consumption and emissions are as low as possible.

This focussed reduction evident in our data mutually benefits the business and our stakeholders, as we look at every opportunity to maintain competitive pricing for our customers, through lower energy consumption, but also helping to meet our commitment to lower emissions across the UK.

The total annual emissions in proportion to the group's average number of employees for the last 3 years is as follows:

Section 172 Statement

This section serves as our section 172 statement and should be read in conjunction with the Strategic report on pages 1 - 8. Section 172 of the Companies Act 2006 requires the Directors to have regard of the interests of the Company’s employees and other stakeholders, including the impact of its activities on the community, the environment and the Company’s reputation when making decisions.

The Board regularly reviews the principal stakeholders and how we engage with them. The stakeholder voice is brought into the boardroom throughout the annual cycle through information provided by management and also by direct engagement with stakeholders themselves. The relevance of each stakeholder group may increase or decrease depending on the matter or issue in question, so the Board seeks to consider the needs and priorities of each stakeholder group during its discussions and as part of its decision making.

The Board have had regard to the factors set out above and acknowledge that for the business to grow over the long term, a full understanding of the Company’s stakeholders is required to ensure that the Board can make informed decisions which factor in stakeholder interest.

The Board considers its significant stakeholder groups to be Employees, Customers, Suppliers, Local Community and Environment.

Employees

Our employees with their expertise and dedication play a key role in the long term success of the business. Human resources planning forms a fundamental part of our strategy, with a dedicated focus on employee retention and development at every level. We encourage open dialogue, allowing employees to play a part in shaping the group and foster a change and performance culture. The internal team meetings and department meetings promote the flow of information, communication and cooperation between all employees.

We promote and maintain consistently high standards of safety and compliance training. Our staff are actively involved in decisions surrounding strategy, operational performance, capital investments and financial structure and their input is factored into all such decisions.

Customers and suppliers

We support our business partners in developing and growing their business through our close working relationships, formed over the fifty years of trading. We enable them to expand their business, as we grow together through continuous innovation and development. We are able to address the different requirements of our suppliers and customers and with the focus on providing the right solution because we have experts and specialists for all customer industries in which we operate.

Our experts share their knowledge of local conditions and the specific applications of our products, thereby creating real added value for our partners. We are well placed to meet business partners’ diverse requirements. Our business partners are vital to ensuring our long term success, this principle remains unchanged and as a business we constantly review our business model with the view to leveraging further potential.

The community and environment

During the year, we continued to provide funding to local schools and community clubs, support that proved more vital than ever. This included ongoing sponsorship of grassroots football and cricket initiatives, helping to strengthen opportunities for young people to participate in sport. We also invested in a range of employee-nominated good causes and maintained our policy of granting staff time away from work to volunteer with charitable organisations across the local community.

Business standards

The Board is committed to ensuring the business and its employees act in a responsible manner and maintain the highest standard of conduct. During the year, policies have been regularly reviewed and communicated to support this commitment.

Section 172 Statement (Continued)

Developments during the year

In the course of the year, the Board undertook a detailed review of the Group’s banking arrangements, including a competitive tender process to assess the suitability of alternative providers. As a result, the Group resolved to diversify its banking relationships, extending from a sole relationship with Lloyds Bank to a dual arrangement with Lloyds Bank and NatWest Bank.

In reaching this determination, the Board gave due consideration to the long-term consequences of its decision, the interests of employees, customers, and other stakeholders, and the need to maintain the Group’s capacity for sustained growth. The Board concluded that this diversification of banking facilities is in the best interests of the Group as a whole, providing enhanced financial resilience and the liquidity required to deliver the Group’s strategic objectives, including the continued development of its manufacturing operations and the fulfilment of growing customer demand across the UK.

On behalf of the Board of Directors, I wish to place on record our appreciation to all employees for their professionalism, dedication, and considerable contribution throughout the year. The Board also extends its thanks to our customers, suppliers, and business partners for the trust they continue to place in the Group and for the strength of the collaborative relationships that underpin our success. These partnerships remain fundamental to the delivery of our long-term strategy, and we look forward to building on them as we continue to grow and develop in the years ahead.

The directors present their annual report and financial statements for the year ended 31 December 2024.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The results for the year are set out on page 16.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

The group is engaged in several programmes of research and development in support of the products and services that it provides to its existing customer base and also in development of new products and services to continue its growth.

Environment and legislation

The Directors are pleased to report that the group's operations are conducted such that it complies with all legal requirements and especially those relating to the environment. The management have been focused on best practice health and safety processes, with significant resources being applied in this area.

European legislation and compliance with industry benchmark systems, including REACH, will continue to impact upon the Group. The directors are fully committed to meet these requirements.

Disabled persons

The Group gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a handicapped or disabled person.

Where existing employees become disabled, it is the group policy where practicable, to provide continuing employment under normal terms and conditions and to provide training, career development and promotion to disabled employees wherever appropriate.

Diversity

The group practice equal opportunities and welcome diversity in all its forms, recognising the value of diversity in the workplace and its rewards of encouraging creativity, broader cultural understanding and access to a wider pool of talent.

Employee engagement

Employee engagement is about making sure that our people feel involved in the Group and are committed to its goals. If we are to keep them engaged, communication must be two way with a culture that encourages employee feedback.

To this end the Group communicates with employees by a number of means including meetings, announcements and electronic media to further understanding and engagement in the Group's overall goals and objectives.

Employee training and development

The group's success in developing people is based on finding the right blend of learning on the job, through engaging and challenging tasks, learning from colleagues through collaboration, coaching and mentoring, and formal learning through structured training, education and development programmes.

The group will continue to develop and promote what it considers the right combination of learning experiences that help accelerate personal development. Each company in the group continues to provide tailored initiatives to meet their business needs, including financial training programmes (ACMA, AAT), health and safety training, leadership skills, technical training and apprenticeships.

The group remains committed to providing opportunities for career advancement. In some areas the group has recruited from external markets, as a result of specific skills requirements such as IT or CAD design for example.

Going concern

The directors are confident that we will continue to be the UK market leader in water treatment chemicals and are committed to improving our market offering, striving for operational excellence across all our sites, with safety at the centre of everything that we do.

We have implemented a range of strategic initiatives to lower our operating costs, improving our working capital management, which will continue to generate strong cashflows. The Group has access to considerable financial resource and has rigorous procedures for identifying, quantifying and mitigating all aspects of risk relevant to the business.

The directors have confidence that the Group has adequate resources to continue in operational existence for the foreseeable future, with further asset investments planned to expand our capacity, lower our environmental impact, and increase our productivity, securing our long term future.

Details of our relationship with our customers and suppliers are set out in the strategic report.

In accordance with the company's articles, a resolution proposing that Rickard Luckin Limited be reappointed as auditor of the group will be put at a General Meeting.

The directors are responsible for preparing the Strategic Report, Directors' Report 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 group and of the profit or loss of the group 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 UK 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 group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Industrial Chemicals Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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 FRS 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 group's and the parent company's affairs as at 31 December 2024 and of the group's 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 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

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

• The information given in the strategic report and the directors' report for the financial year 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.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

• the parent company 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.

As explained more fully in the directors' responsibilities statement, 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 is 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

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 an auditor's report 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.

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.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our: general commercial and sector experience; through verbal and written communications with those charged with governance and other management; and via inspection of the parent company's regulatory and legal correspondence.

We discussed with those charged with governance and other management the policies and procedures regarding compliance with laws and regulations.

We communicated identified laws and regulations to our team and remained alert to any indicators of non-compliance throughout the audit, we also specifically considered where and how fraud may occur within the group and the parent company.

The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the parent company and the group are subject to laws and regulations that directly affect the financial statements, including: the company’s constitution; relevant financial reporting standards; company law; tax legislation and distributable profits legislation and we assess the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly the parent company and the group are subject to many other laws and regulations where the consequences of non-compliance could have a material effect on the amounts or disclosures in the financial statements, for instance through the imposition of fines and penalties, or through losses arising from litigations. We identified the following areas as those most likely to have such an affect: operating licences regarding the handling of chemicals and waste; employment legislation; health and safety and environmental legislation; trade legislation; data protection legislation; anti-bribery and anti-corruption legislation.

ISAs (UK) limit the required procedures to identify non-compliance with these laws and regulations, and no procedures over and above those already noted are required.

In relation to fraud, we performed the following specific procedures in addition to those already noted:

• Challenging assumptions made by management in its significant accounting estimates in particular: valuations of tangible fixed asset land and buildings and investment properties, stock provisions, depreciation and stock overhead absorption;

• Identifying and testing journal entries, in particular any entries posted with unusual nominal ledger account combinations, journal entries crediting any revenue account and journal entries posted by senior management;

• Performing analytical procedures to identify unexpected movements in account balances which may be indicative of fraud;

• Ensuring that testing undertaken on both the performance statement, and the Balance Sheet includes a number of items selected on a random basis; and

• Discussions with management.

These procedures did not identify any actual or suspected fraudulent irregularity that could have a material impact on the financial statements.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with ISAs (UK). For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the procedures that we are required to undertake would identify it. In addition, as with any audit, there remains a high risk of non-detection of irregularities, as these might involve collusion, forgery, intentional omissions, misrepresentation, or the override of internal controls. We are not responsible for preventing non-compliance with laws and regulations or fraud, and cannot be expected to detect non-compliance with all laws and regulations or every incidence of fraud.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report 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.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

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 £231,777 (2023 - £4,695,742 loss).

Industrial Chemicals Group Limited (“the Company”) is a limited company domiciled and incorporated in England and Wales. The registered office is Jupiter House, Warley Hill Business Park, The Drive, Brentwood, Essex, CM13 3BE.

The Group consists of Industrial Chemicals Group Limited and all of its subsidiaries.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where this company prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The consolidated group financial statements consist of the financial statements of the parent company Industrial Chemicals Group 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 December 2024. 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 that are held exclusively for resale and that have not been previously consolidated are not consolidated into the group financial statements. The investment in the subsidiary is instead held at its recoverable amount with any impairment costs charged to the profit and loss account.

These financial statements have been prepared under the going concern basis.

At the time of approving the financial statements, the directors have a reasonable expectation that the company and the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

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

Rental and service charge income are accounted for in the period to which they relate.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

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.

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

Property rented to a group entity is accounted for as tangible fixed assets.

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 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.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at cost, adjusted where applicable for any loss of service potential.

Cost is calculated at the cost of the purchase of raw materials including delivery changes on a first in, first out basis and in some instances a weighted average cost, together with the direct cost of conversion including an appropriate allocation of production overhead costs based on normal utilisation rates of production plants, provided that they are related to the production process. Borrowing costs are not included in the cost of conversion.

For weighted average cost, the stock entering the system is as above, but out going stock is calculated at an ongoing weighted charge.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Consignment stock

The company holds consignment stock of raw materials. Where the risks and rewards of ownership of this stock are retained by the supplier, the consignment stock is not included within stock at the balance sheet date. Where the risks and rewards of the stock are attributable to the company, consignment stock is included in the balance sheet.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

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 trade and other 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.

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 and loans from fellow group companies 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.

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.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

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.

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

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.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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.

Management charges

Appropriate overheads are apportioned between the trading companies.

Exceptional items

Income and expenses classified as exceptional are shown separately on the face of the profit and loss account. Income and expenses are treated as exceptional in nature if they are significant one off income or expenses and are not expected to reoccur.

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.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Investment properties are held at fair value and where there is a mixed use of land and buildings, this is apportioned between tangible fixed assets and investment properties, in accordance with FRS 102. The investment properties and tangible fixed asset land and buildings were valued by a firm of independent Chartered Surveyors. The valuations were made on an open market basis during 2022 by reference to market evidence of transaction prices for similar properties. The directors have concluded that the sites have not changed materially in value between the reporting date and the dates of the valuations.

In accordance with FRS 102, a proportion of direct overheads relating to the production of stock is included in the cost of stock. This involves a certain amount of estimation in calculating the level of overheads to be included in the cost.

The deprecation expense is the recognition of the decline in the value of the asset and allocation of the cost of the asset over the periods in which the asset will be used. Judgements are made on the estimated useful life of the assets which are regularly reviewed to reflect the changing environment.

The directors have made provisions against raw material and finished goods where they estimate the recoverable value of stock is lower than the cost, based on age, condition and location of stock.

An analysis of the group's turnover is as follows:

During the current year £1.7m was received from The Department for Business and Trade, being compensation for direct costs, this income was recognised within Other income. In the prior year similar income amounting to £721k was recognised within sales.

The HSE fine of £2,400,000 relates to a fine under the Health and Safety at Work Act 1974 relating to an operational incident in 2020. A further £100,000 fine for the same incident relates to charges under the Environmental Permitting Regulations 2016 which are payable by ICL.

During the prior year professional fees were incurred in respect of a strategic business review and for operational support in respect of the US subsidiaries.

During the prior year, disposal of waste at the site in the US continued and the provision for the estimated costs of completion of the outstanding work in respect of the clean-up has now completed.

The average monthly number of persons (including directors) employed by the group and company during the year was:

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 6 (2023 - 5).

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

During the year ended 31 December 2023 the power plant project, recognised in assets under construction, was no longer considered viable and as such an impairment provision of £4,887,366 was made in the prior year, recognised in administration expenses in the profit and loss account. The value of the project at the year-end has been recognised at its recoverable amount, being the fair value less costs to sell for both the current and prior year.

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Valuations were carried out by a firm of independent Chartered Surveyors during 2022. The valuations were made on an open market basis by reference to market evidence of transaction prices for similar properties. The directors have concluded that the valuation of the sites have not changed materially as at 31 December 2024.

If revalued assets were stated on an historical cost basis rather than a fair value basis, the total amounts included would have been as follows:

Valuations were carried out by a firm of independent Chartered Surveyors during 2022.  Further valuations have been carried out in May 2025 by a firm of independent chartered surveyors which have confirmed there has been no material change in the valuations of these properties.  The valuations were made on an open market basis by reference to market evidence of transaction prices for similar land and buildings.

Following the two US subsidiaries being placed into liquidation in March 2024, the investment and associated impairment of the subsidiaries has been disposed of.

Details of the company's subsidiaries at 31 December 2024 are as follows:

Industrial Chemicals (US) Limited and Industrial Zeolite (US) Limited (subsidiary companies of the group) entered into voluntary liquidation in March 2024. Both entities had ceased trading in the prior year and have been disposed of in the current year.

Stock included raw materials and finished goods that are subject to reservation of title until they have been fully paid for.

At the period end the directors made a provision for old and damaged stock including discontinued stock lines. During the period there was a net debit of £203,668 (2023: £786,548) in respect of the movement in the stock provision to the profit and loss account.

The parent company had made a provision in the accounts for a balance due from a subsidiary which was deemed to be no longer recoverable. The total provision at the prior year end amounted to £13,935,136. This amount was written off in the year.

HM Revenue & Customs have a guarantee over the bank current account for any amount due to them up to £200,000.

The bank loans and overdrafts are secured by a fixed and floating charge over the property, chattels and assets of the group.

The bank overdraft relates to a confidential invoice discounting scheme which is secured against the corresponding sales invoices. It is also secured by personal guarantees from CD Carver and AR Carver, the directors of the company, in the event of certain conditions being present and there is a loss to the providers of the scheme. After the balance sheet date the facility was refinanced, and the personal guarantees provided by CD Carver and AR Carver were removed.

Directors loans and Trust loans are secured by a fixed and floating charge over the present and future property and assets of the group.

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. 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 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Net obligations under finance leases and hire purchase contracts are secured by a fixed charge over the assets to which they relate.

A provision has been made for fines payable by the company for infringements under the Health and Safety at Work Act 1974 the Environmental Permitting Regulations 2016. These are in relation to an operational incident in 2020.

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

The deferred tax provision set out above is expected to reverse partially within one year and partially in more than one year.

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.

Contributions totalling £227,718 (2023: £231,956) were payable to the fund at the year end and are included in creditors.

The company has two class of ordinary shares. The ordinary shares carry an aggregate of 86.22% of the voting rights, 86.22% of a return on capital on a winding up or other return on capital and 86.22% in respect of any dividend or other distribution of income. The ordinary 'A' shares carry an aggregate of 13.78% of the voting rights, 13.78% of a return on capital on a winding up or other return on capital and 13.78% in respect of any dividend or other distribution of income.

The revaluation reserve relates to the revaluation of land and buildings held in tangible fixed assets. The revaluation reserve includes a deferred tax liability of £7,895,000 (2023: £7,895,000) offset against the revaluation surplus on the land and buildings.

As at 31 December 2024, the parent company had distributable reserves of £23,975,825 (2023: £23,716,758).

On 21 March 2024 the group disposed of its 100% holding in Industrial Chemicals (US) Limited. Included in these financial statements are profits of £92,568 arising from the company's interests in Industrial Chemicals (US) Limited up to the date of its disposal.

On 21 March 2024 the group disposed of its 100% holding in Industrial Zeolite (US) Limited. Included in these financial statements are losses of £1,299 arising from the company's interests in Industrial Zeolite (US) Limited up to the date of its disposal.

The company has entered into an Omnibus Guarantee and Set-Off Agreement, dated 21 November 2013, in respect of the current and future facilities provided to it's fellow group companies by Lloyds Bank Plc. At the year end this contingent liability amounted to £7,155,875 (2023: £8,920,598) in favour of Industrial Chemicals Limited.

The company has received correspondence from HM Revenue & Customs in respect of PAYE and Class 1 National Insurance Contributions in respect of an Employee Benefit Trust Scheme. The directors do not believe any additional PAYE or NIC's are due and have appealed. No provision has been made for this assessment. The amount that may be due to HM Revenue & Customs is dependent on whether HM Revenue & Customs win part or all of their arguments and with whom the ultimate liability rests with, namely the employees or the company. The estimated liability, including any interest due, as calculated by the company amounts to £280,000.

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:

Amounts contracted for but not provided in the financial statements:

The remuneration of key management personnel, which include directors, is as follows.

The group has taken advantage of the exemption available in FRS 102 from the requirement to disclose transactions with group companies on the grounds that consolidated financial statements are prepared.

As at 31 December 2024, the company owed £42,560,648 (2023: £38,082,510) to a subsidiary company. The balance is included within creditors.

During the year, the group was charged £3,817,523 (2023: £2,455,319) by a related company, for services rendered. At the year end a subsidiary company owed £279,281 (2023: £nil) to this related party. The company is a related party by virtue of a family connection between the directors and shareholders of each company.

During the year rent of £689,400 (2023: £689,400) and management charges of £110,000 (2023: £110,000) were charged to another related company, by the company. At the year end the company owed £518,497 (2023: £283,159) to this company. The balance is included within creditors. The company is a related party by virtue of common ultimate shareholders and controlling directors.

During the year the company paid rents of £12,000 (2023: £12,000) to another related company. At the year end the company was owed £635,663 (2023: £532,455) by this company. The balance is included within debtors. This company is a related party by virtue of common ultimate shareholders and controlling directors.

During the year the group paid expenses of £30,859 (2023: £184,816) on behalf of this related company and funds of £84,350 (2023: £69,374) were transferred to the company as part of a group consolidation of loan balances.

During the year the company paid rents of £150,000 (2023: £150,000) to another related company, and paid expenses of £29,260 (2023: £19,514) on behalf of this related company. At the year end the company was owed £1,024,791 (2023: £1,112,531) by this company. The balance is included within debtors. The company is a related party by virtue of common ultimate shareholders and controlling directors.

As at 31 December 2024, the company was owed £427,682 by a Trust (2023: £127,110 owed to the Trust), a related party by virtue of two of the directors being beneficiaries of the Trust. This balance is included within debtors.

At the year end the company owed £271,558 (2023: £1,071,342) to the directors. These amounts are included in creditors.

During the year, the group paid rent to the directors of £3,355,000 (2023: £3,180,000).

Total remuneration paid to directors' family members during the year by the group amounted to £357,216 (2023: £341,313).

For the current and prior year there was no ultimate controlling party.