REGISTERED NUMBER: SC023799 (Scotland)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 January 2025

for

Tom Hannah (Agencies) Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Comprehensive Income

8

Statement of Financial Position

9

Statement of Changes in Equity

10

Statement of Cash Flows

11

Notes to the Statement of Cash Flows

12

Notes to the Financial Statements

13

DIRECTORS:

TC Munro

Mrs CMS Munro

KD Munro

SECRETARY:

Mrs CMS Munro

REGISTERED OFFICE:

Tom Hannah House

Walkinshaw Street

Johnstone

Renfrewshire

PA5 8AB

REGISTERED NUMBER:

SC023799 (Scotland)

AUDITORS:

Messrs. Henderson & Company

Chartered Accountants

Statutory Auditor

73 Union Street

Greenock

PA16 8BG

The directors present their strategic report for the year ended 31 January 2025.

REVIEW OF BUSINESS

Turnover was down on the previous year due to increased competition on imported novelties. However, it is pleasing to note that demand for our manufactured products increased by 12%, largely due to a significant increase in exports.

Material and energy costs remained high throughout the year and labour costs continued to rise. Margins were slightly improved due to further shrinkflation and efficiency improvements.

PRINCIPAL RISKS AND UNCERTAINTIES

Rising labour rates combined with increased levels of employers national insurance contributions are putting further significant pressure on trade and retail prices.

Supply chains remain very tight on some commodities such as cocoa. We expect the position to worsen due to the albeit postponed EUDR (deforestation regulations), which come into force at the end of 2025. Our products will comply with the new regulations; however, we anticipate elevated costs resulting in increased selling prices.

FINANCIAL KEY PERFORMANCE INDICATORS

The directors monitor the following KPI's on an ongoing basis: sales, cost/efficiency and margins.

ENVIRONMENTAL MATTERS

We continue to monitor our environmental impact and energy consumption.

We remain a full member of the RSPO (Roundtable for Sustainable Palm Oil) and continues to use only sustainable palm oil in its products. We fully support the deforestation regulations which come into force at the end of the year.

FINANCIAL INSTRUMENTS

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

ON BEHALF OF THE BOARD:

TC Munro - Director

9 September 2025

The directors present their report with the financial statements of the company for the year ended 31 January 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of confectionery manufacturers' agents, confectionery wholesalers, manufacturers and exporters.

DIVIDENDS

During the year ended 31 January 2025 the company paid dividends totalling £330,000 (2024 - £495,000).

FUTURE DEVELOPMENTS

We are continuing to develop exciting new products and concepts which we expect to perform well in the year ahead. The directors foresee a reasonable result for the current year.

DIRECTORS

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

TC Munro

Mrs CMS Munro

KD Munro

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Messrs. Henderson & Company, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

TC Munro - Director

9 September 2025

Opinion

We have audited the financial statements of Tom Hannah (Agencies) Limited (the 'company') for the year ended 31 January 2025 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, 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 January 2025 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:

In identifying and assessing the risks of material misstatements in respect of irregularities, including fraud and non-compliance with laws and regulations we considered the nature of the company and the industry and the company's control environment. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operation of the company such as the Companies Act 2006, taxation legislation, food safety and health and safety legislation. We assessed the extent of compliance with laws and regulations identified through making enquiries of management, inspecting legal correspondence and correspondence with HMRC.

We considered management's incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management bias and override of controls. To address these risks we performed analytical procedures to identify any unusual or unexpected relationships, tested journal entries to identify unusual transactions and assessed whether judgements and assumptions made in determining accounting estimates were indicative of potential bias. We reviewed financial statement disclosures and tested balances to supporting documentation.

Identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance through out the audit.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

John Henderson (Senior Statutory Auditor)

for and on behalf of Messrs. Henderson & Company

Chartered Accountants

Statutory Auditor

73 Union Street

Greenock

PA16 8BG

10 September 2025

TURNOVER

3

12,044,653

14,472,563

Cost of sales

8,728,739

10,936,509

GROSS PROFIT

3,315,914

3,536,054

Distribution costs

928,866

1,037,121

Administrative expenses

1,579,105

1,488,844

2,507,971

2,525,965

OPERATING PROFIT

5

807,943

1,010,089

Interest receivable and similar income

2,942

594

PROFIT BEFORE TAXATION

810,885

1,010,683

Tax on profit

6

207,576

248,975

PROFIT FOR THE FINANCIAL YEAR

603,309

761,708

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

603,309

761,708

FIXED ASSETS

Tangible assets

8

991,589

906,071

CURRENT ASSETS

Stocks

9

1,560,008

1,207,375

Debtors

10

1,192,121

1,205,613

Cash at bank

601,392

758,075

3,353,521

3,171,063

CREDITORS

Amounts falling due within one year

11

1,566,044

1,595,843

NET CURRENT ASSETS

1,787,477

1,575,220

TOTAL ASSETS LESS CURRENT LIABILITIES

2,779,066

2,481,291

PROVISIONS FOR LIABILITIES

13

(98,663

)

(73,905

)

ACCRUALS AND DEFERRED INCOME

14

(1,187

)

(1,479

)

NET ASSETS

2,679,216

2,405,907

CAPITAL AND RESERVES

Called up share capital

15

1,650

1,650

Retained earnings

16

2,677,566

2,404,257

SHAREHOLDERS' FUNDS

2,679,216

2,405,907

The financial statements were approved by the Board of Directors and authorised for issue on 9 September 2025 and were signed on its behalf by:

TC Munro - Director

Mrs CMS Munro - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 February 2023

1,650

2,137,549

2,139,199

Changes in equity

Dividends

-

(495,000

)

(495,000

)

Total comprehensive income

-

761,708

761,708

Balance at 31 January 2024

1,650

2,404,257

2,405,907

Changes in equity

Dividends

-

(330,000

)

(330,000

)

Total comprehensive income

-

603,309

603,309

Balance at 31 January 2025

1,650

2,677,566

2,679,216

Cash flows from operating activities

Cash generated from operations

1

606,661

1,037,682

Tax paid

(232,654

)

(13,243

)

Net cash from operating activities

374,007

1,024,439

Cash flows from investing activities

Purchase of tangible fixed assets

(209,961

)

(160,067

)

Sale of tangible fixed assets

6,329

8,500

Interest received

2,942

594

Net cash from investing activities

(200,690

)

(150,973

)

Cash flows from financing activities

Equity dividends paid

(330,000

)

(495,000

)

Net cash from financing activities

(330,000

)

(495,000

)

(Decrease)/increase in cash and cash equivalents

(156,683

)

378,466

Cash and cash equivalents at beginning of year

2

758,075

379,609

Cash and cash equivalents at end of year

2

601,392

758,075

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

810,885

1,010,683

Depreciation charges

117,685

111,369

Loss/(profit) on disposal of fixed assets

429

(8,500

)

Finance income

(2,942

)

(594

)

926,057

1,112,958

Increase in stocks

(352,633

)

(212,006

)

Decrease in trade and other debtors

13,492

634,151

Increase/(decrease) in trade and other creditors

19,745

(497,421

)

Cash generated from operations

606,661

1,037,682

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

601,392

758,075

Year ended 31 January 2024

31.1.24

1.2.23

£

£

Cash and cash equivalents

758,075

379,609

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.2.24

Cash flow

At 31.1.25

£

£

£

Net cash

Cash at bank

758,075

(156,683

)

601,392

758,075

(156,683

)

601,392

Total

758,075

(156,683

)

601,392

1.	STATUTORY INFORMATION

Tom Hannah (Agencies) Limited is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared in accordance with the Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. These financial statements have been prepared under the historical cost convention and in accordance with the accounting policies set out below.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable for goods supplied, net of discounts and Value Added Tax.

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

Tangible fixed assets

Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful lives as follows:

Freehold Property - 2% straight line

Plant and Machinery - 10% straight line

Fixtures and Fittings - 15% straight line

Motor Vehicles - 20% straight line

Computer Equipment - 20% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate or if there is an indication of significant change since the last reporting date.

Stocks

Stocks are stated at the lower of cost and estimated selling price. Cost includes all costs of purchase and other costs incurred in bringing the stock to its present location and condition.

When stocks are sold, the carrying amount of those stocks is recognised as an expense in the period in which the related revenue is recognised. The amounts of any write downs to stock to net realisable value and all losses of stocks are recognised as an expense in the period in which the write down or loss occurs.

The cost of goods manufactured by the company is the cost of labour and materials plus an appropriate allocation of overheads.

Taxation

The tax expense for the year comprises current and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The liability for current tax is calculated using tax rates and laws that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are recognised for all taxable timing differences. Deferred tax assets are recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount for deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or asset realised, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Current or deferred tax for the year is recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

Foreign currencies

Foreign currency transactions are translated into functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction.

Foreign exchange gains and losses resulting from the settlement of transactions and from translation of period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income.

Pensions

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense when they are due. The assets of the plan are held separately from the company in independently administered funds.

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value and thereafter stated at amortised cost using the effective interest method, less any impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other short term highly liquid investments with original maturities of three months or less.

Creditors

Short term creditors are measured at transaction price. Other financial liabilities are measured initially at fair value and are measured subsequently at amortised cost using the effective interest method.

Provisions

Provisions are recognised when the company has a present legal or constructive obligation arising as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as an interest expense.

3.

TURNOVER

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

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

10,888,905

13,313,902

Rest of the world

1,155,748

1,158,661

12,044,653

14,472,563

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

1,783,901

1,747,415

Social security costs

169,561

169,607

Other pension costs

28,060

26,732

1,981,522

1,943,754

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

2025

2024

Directors

3

3

Administration

7

7

Manufacturing

31

33

Distribution and Marketing

2

2

43

45

2025

2024

£

£

Directors' remuneration

456,835

459,035

Directors' pension contributions to money purchase schemes

3,242

3,242

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

Money purchase schemes

2

2

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

179,600

176,799

Pension contributions to money purchase schemes

1,921

1,921

5.	OPERATING PROFIT

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

2025

2024

£

£

Depreciation - owned assets

117,685

111,369

Loss/(profit) on disposal of fixed assets

429

(8,500

)

Auditors' remuneration

12,250

12,000

Accountancy Fees

13,500

13,000

6.

TAXATION

Analysis of the tax charge

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

2025

2024

£

£

Current tax:

UK corporation tax

182,818

232,654

Deferred tax

24,758

16,321

Tax on profit

207,576

248,975

Reconciliation of total tax charge included in profit and loss

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

2025

2024

£

£

Profit before tax

810,885

1,010,683

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

202,721

252,671

Effects of:

Expenses not deductible for tax purposes

603

1,856

Capital allowances in excess of depreciation

(20,506

)

(12,483

)

Effect of change in rate of tax during year

-

(9,390

)

Deferred tax

24,758

16,321

Total tax charge

207,576

248,975

7.

DIVIDENDS

2025

2024

£

£

Ordinary shares shares of £1 each

Final

330,000

495,000

8.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

property

machinery

fittings

£

£

£

COST

At 1 February 2024

904,901

2,334,667

224,889

Additions

-

174,459

1,114

Disposals

-

(4,750

)

-

At 31 January 2025

904,901

2,504,376

226,003

DEPRECIATION

At 1 February 2024

419,266

2,008,475

206,466

Charge for year

17,730

72,377

3,418

Eliminated on disposal

-

(4,750

)

-

At 31 January 2025

436,996

2,076,102

209,884

NET BOOK VALUE

At 31 January 2025

467,905

428,274

16,119

At 31 January 2024

485,635

326,192

18,423

Motor

Computer

vehicles

equipment

Totals

£

£

£

COST

At 1 February 2024

166,599

208,995

3,840,051

Additions

21,900

12,488

209,961

Disposals

(38,899

)

-

(43,649

)

At 31 January 2025

149,600

221,483

4,006,363

DEPRECIATION

At 1 February 2024

113,013

186,760

2,933,980

Charge for year

15,867

8,293

117,685

Eliminated on disposal

(32,141

)

-

(36,891

)

At 31 January 2025

96,739

195,053

3,014,774

NET BOOK VALUE

At 31 January 2025

52,861

26,430

991,589

At 31 January 2024

53,586

22,235

906,071