REGISTERED NUMBER: 07743628 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2025

FOR

FERRYFAST HOLDINGS LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Profit and Loss Account

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

16

DIRECTORS:

R J Byrd

N J Gorin

REGISTERED OFFICE:

Ascot Road

Pershore

Worcestershire

WR10 2JJ

REGISTERED NUMBER:

07743628 (England and Wales)

AUDITORS:

Kingscott Dix (Cheltenham) Limited

Statutory Auditor

Chartered Accountants

7 Rockfield Business Park

Old Station Drive

Leckhampton

Cheltenham

GL53 0AN

The directors present their strategic report of the company and the group for the year ended 31 January 2025.

REVIEW OF BUSINESS

The group achieved a pre-tax profit of £1,517,159 compared with £1,865,801 last year. At 31 January 2025 total equity was £5,085,280 compared with £4,426.644 last year.

PRINCIPAL RISKS AND UNCERTAINTIES

Principal risks and uncertainties facing the company include: the ongoing conflicts in Ukraine and Gaza and the resulting economic impact and the impact on product availability; the general difficult trading conditions the economy presents; and the uncertainty of exchange rate variations, affecting the price of some of the company's purchases.

KEY PERFORMANCE INDICATORS

Key performance indicators that are focused on by management include Turnover, Direct costs, and Overheads. Each of these are reviewed regularly by management against the budget and prior periods. The directors are pleased with the performance of the group during the year with regard the indicators above.

ON BEHALF OF THE BOARD:

N J Gorin - Director

13 October 2025

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

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of the marketing and distribution of fruit and vegetables.

DIVIDENDS

The total distribution of dividends for the year ended 31 January 2025 will be £300,000.

FUTURE DEVELOPMENTS

Demand for fresh produce continues to increase. The trading results for the current year remain profitable. The group continues to invest in new equipment and vehicles.

DIRECTORS

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

R J Byrd

N J Gorin

FINANCIAL INSTRUMENTS

The company's financial instruments comprise long term bank loans, bank overdraft and cash deposits. The main purpose of these financial instruments is to raise finance to fund the company's operations. The company has other financial instruments such as trade debtors and trade creditors which arise directly from its operations.

DISCLOSURE IN THE STRATEGIC REPORT

The directors have included information relating to the review of business, principal risks and uncertainties, and performance indicators in the Strategic Report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group 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 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;

-	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 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.

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 group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Kingscott Dix (Cheltenham) Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

N J Gorin - Director

13 October 2025

Opinion

We have audited the financial statements of Ferryfast Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2025 which comprise the Consolidated Profit and Loss Account, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 January 2025 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group 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 Group 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 Group 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 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.

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 group's and 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 group or the parent 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:

inspection of the Group's relevant correspondence; a review of Companies House filings; and discussions with the Directors. We discussed laws and regulations throughout our team and remained alert to any indication of non-compliance throughout the audit. The potential effect of the law and regulations on the financial statements varies considerably.

Firstly, the Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation, distributable profits legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the Group is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts disclosed in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: food safety, health and safety, GDPR, and employment laws and regulations, recognising the nature of the Group's activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiries of management, and inspection of regulatory and legal correspondence, if any. These limited procedures did not identify actual or suspected non-compliance.

Due 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 auditing standards. As with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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.

Robert Harris FCA (Senior Statutory Auditor)

for and on behalf of Kingscott Dix (Cheltenham) Limited

Statutory Auditor

Chartered Accountants

7 Rockfield Business Park

Old Station Drive

Leckhampton

Cheltenham

GL53 0AN

13 October 2025

TURNOVER

3

33,191,496

31,422,171

Cost of sales

(27,793,548

)

(26,074,709

)

GROSS PROFIT

5,397,948

5,347,462

Administrative expenses

(3,991,733

)

(3,564,288

)

1,406,215

1,783,174

Other operating income

72,069

76,146

OPERATING PROFIT

6

1,478,284

1,859,320

Interest receivable and similar income

71,115

16,682

1,549,399

1,876,002

Interest payable and similar expenses

7

(32,240

)

(10,201

)

PROFIT BEFORE TAXATION

1,517,159

1,865,801

Tax on profit

8

(420,517

)

(498,312

)

PROFIT FOR THE FINANCIAL YEAR

1,096,642

1,367,489

Profit attributable to:

Owners of the parent

875,308

1,046,128

Non-controlling interests

221,334

321,361

1,096,642

1,367,489

PROFIT FOR THE YEAR

1,096,642

1,367,489

OTHER COMPREHENSIVE INCOME

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,096,642

1,367,489

Total comprehensive income attributable to:

Owners of the parent

875,308

1,046,128

Non-controlling interests

221,334

321,361

1,096,642

1,367,489

FIXED ASSETS

Intangible assets

11

553,700

662,100

Tangible assets

12

3,954,248

3,151,568

Investments

13

-

-

4,507,948

3,813,668

CURRENT ASSETS

Stocks

14

283,487

296,996

Debtors

15

3,351,397

3,277,535

Cash at bank and in hand

2,912,099

3,038,199

6,546,983

6,612,730

CREDITORS

Amounts falling due within one year

16

(5,235,574

)

(5,686,104

)

NET CURRENT ASSETS

1,311,409

926,626

TOTAL ASSETS LESS CURRENT LIABILITIES

5,819,357

4,740,294

CREDITORS

Amounts falling due after more than one year

17

(467,247

)

(215,700

)

PROVISIONS FOR LIABILITIES

20

(266,830

)

(97,950

)

NET ASSETS

5,085,280

4,426,644

CAPITAL AND RESERVES

Called up share capital

21

10,000

10,000

Retained earnings

22

3,880,477

3,443,175

SHAREHOLDERS' FUNDS

3,890,477

3,453,175

NON-CONTROLLING INTERESTS

23

1,194,803

973,469

TOTAL EQUITY

5,085,280

4,426,644

The financial statements were approved by the Board of Directors and authorised for issue on 13 October 2025 and were signed on its behalf by:

R J Byrd - Director

N J Gorin - Director

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

2,292,330

2,313,035

Investments

13

1,411,770

1,411,770

3,704,100

3,724,805

CURRENT ASSETS

Debtors

15

307,579

522,836

Cash at bank

442,069

766,385

749,648

1,289,221

CREDITORS

Amounts falling due within one year

16

(1,263,702

)

(1,969,281

)

NET CURRENT LIABILITIES

(514,054

)

(680,060

)

TOTAL ASSETS LESS CURRENT LIABILITIES

3,190,046

3,044,745

CAPITAL AND RESERVES

Called up share capital

21

10,000

10,000

Retained earnings

3,180,046

3,034,745

SHAREHOLDERS' FUNDS

3,190,046

3,044,745

Company's profit for the financial year

445,301

466,083

The financial statements were approved by the Board of Directors and authorised for issue on 13 October 2025 and were signed on its behalf by:

R J Byrd - Director

N J Gorin - Director

Called up

share

Retained

Non-controlling

Total

capital

earnings

Total

interests

equity

£

£

£

£

£

Balance at 1 February 2023

10,000

2,835,054

2,845,054

652,108

3,497,162

Changes in equity

Dividends

-

(438,007

)

(438,007

)

-

(438,007

)

Total comprehensive income

-

1,046,128

1,046,128

321,361

1,367,489

Balance at 31 January 2024

10,000

3,443,175

3,453,175

973,469

4,426,644

Changes in equity

Dividends

-

(438,006

)

(438,006

)

-

(438,006

)

Total comprehensive income

-

875,308

875,308

221,334

1,096,642

Balance at 31 January 2025

10,000

3,880,477

3,890,477

1,194,803

5,085,280

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 February 2023

10,000

2,868,662

2,878,662

Changes in equity

Dividends

-

(300,000

)

(300,000

)

Total comprehensive income

-

466,083

466,083

Balance at 31 January 2024

10,000

3,034,745

3,044,745

Changes in equity

Dividends

-

(300,000

)

(300,000

)

Total comprehensive income

-

445,301

445,301

Balance at 31 January 2025

10,000

3,180,046

3,190,046

Cash flows from operating activities

Cash generated from operations

1

1,939,240

2,032,826

Interest element of hire purchase payments paid

(32,240

)

(10,201

)

Tax paid

(466,414

)

(220,937

)

Net cash from operating activities

1,440,586

1,801,688

Cash flows from investing activities

Purchase of intangible fixed assets

-

(302,100

)

Purchase of tangible fixed assets

(207,675

)

(129,473

)

Sale of tangible fixed assets

29,584

70,600

Sale of fixed asset investments

-

50

Interest received

71,115

16,682

Net cash from investing activities

(106,976

)

(344,241

)

Cash flows from financing activities

Capital repayments in year

(365,025

)

(104,401

)

Amount withdrawn by directors

(656,679

)

-

Equity dividends paid

(300,000

)

(300,000

)

Dividends paid to minority interests

(138,006

)

(138,007

)

Net cash from financing activities

(1,459,710

)

(542,408

)

(Decrease)/increase in cash and cash equivalents

(126,100

)

915,039

Cash and cash equivalents at beginning of year

2

3,038,199

2,123,160

Cash and cash equivalents at end of year

2

2,912,099

3,038,199

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

2025

2024

£

£

Profit before taxation

1,517,159

1,865,801

Depreciation charges

572,041

354,982

Loss on disposal of fixed assets

4,147

2,416

Finance costs

32,240

10,201

Finance income

(71,115

)

(16,682

)

2,054,472

2,216,718

Decrease/(increase) in stocks

13,509

(15,595

)

Decrease/(increase) in trade and other debtors

226,137

(253,371

)

(Decrease)/increase in trade and other creditors

(354,878

)

85,074

Cash generated from operations

1,939,240

2,032,826

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

2,912,099

3,038,199

Year ended 31 January 2024

31.1.24

1.2.23

£

£

Cash and cash equivalents

3,038,199

2,123,160

3.	ANALYSIS OF CHANGES IN NET FUNDS

Other

non-cash

At 1.2.24

Cash flow

changes

At 31.1.25

£

£

£

£

Net cash

Cash at bank

and in hand

3,038,199

(126,100

)

2,912,099

3,038,199

(126,100

)

2,912,099

Debt

Finance leases

(200,099

)

365,025

-

(927,451

)

(200,099

)

365,025

-

(927,451

)

Total

2,838,100

238,925

-

1,984,648

1.	STATUTORY INFORMATION

Ferryfast Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

The comparative results for the company are unaudited.

Basis of consolidation

Subsidiaries:

All companies over which the Group has direct influence to determine the financial and operating policies are considered subsidiaries.

The assets, liabilities, costs and revenues of the individual consolidated companies are fully consolidated on a line-by-line basis, regardless of the percentage owned, while the carrying value of consolidated investments held by the Parent Company and other consolidated companies is eliminated against the related share of equity.

All intercompany balances and transactions, including unrealised profits deriving from transactions between consolidated companies, are eliminated.

The financial statements of the subsidiaries are all prepared in £ sterling to the 31 January each year.

Associates:

An associate is an entity in which the Group is able to exert a significant influence, but without being able to control its financial and operating policies.

Such equity investments in associates are recognised using the the equity method.

Significant judgements and estimates

Typically there are no significant judgements or estimations used in preparing the financial statements, as transactions are not complex and policies requiring estimation are limited.

Previous business acquisitions have resulted in goodwill being recognised in the group accounts. To ensure goodwill has been fairly stated and should not be impaired, the group have assessed potential future results, based on budgets and assumptions. Such forecasts do not indicate a need for impairment.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Produce sales are recognised when orders leave the warehouse. Haulage sales are recognised when the delivery is made.

Goodwill

Goodwill is recognised in the accounts, being the amount paid in connection with the acquisition of businesses in 2022 and in 2023. Such goodwill is being amortised evenly over the estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Plant and machinery

-

15% on reducing balance

Fixtures and fittings

-

20% on reducing balance

Motor vehicles

-

33% on reducing balance and 25% on reducing balance

Freehold property (excluding land) is depreciated over 100 years on a straight line basis.

Investments in associates

Investments in associate undertakings are recognised at cost.

Stocks

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.