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REGISTERED NUMBER: 02090119 (England and Wales)

Riva Paoletti Limited

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31st January 2025

Riva Paoletti Limited (Registered number: 02090119)

Contents of the Consolidated Financial Statements

for the year ended 31st January 2025

Page |

Company Information | 1 |

Group Strategic Report | 2 |

Report of the Directors | 3 |

Report of the Independent Auditors | 5 |

Consolidated Statement of Comprehensive Income | 8 |

Consolidated Balance Sheet | 9 |

Company Balance Sheet | 10 |

Consolidated Statement of Changes in Equity | 11 |

Company Statement of Changes in Equity | 12 |

Notes to the Consolidated Financial Statements | 13 |

Riva Paoletti Limited

Company Information

for the year ended 31st January 2025

| DIRECTORS: | J Green

| A B Green

| G A Beswick

| E Banfield

| L Evans

| REGISTERED OFFICE: | Riva Home

| Coal Road

| Leeds

| West Yorkshire

| LS14 1PS

| REGISTERED NUMBER: | 02090119 (England and Wales)

| AUDITORS: | Smailes Goldie

| Chartered Accountants

| Statutory Auditor

| Regent's Court

| Princess Street

| Hull

| East Yorkshire

| HU2 8BA

Riva Paoletti Limited (Registered number: 02090119)

Group Strategic Report

for the year ended 31st January 2025

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

REVIEW OF BUSINESS

This year has been a period of reorganisation and strategic change for us, setting the stage for future growth. However, these changes have come with costs which reflect in this year.

We have streamlined our Lichfield manufacturing and relocated it to our Leeds site. Additionally, our Glasgow office has also been moved to Leeds. In line with our strategic direction, we have reviewed our stock offerings and invested in clearing old stock to make room for our new ranges and categories. The benefits of these changes are showing in FY26 growth and profitability.

PRINCIPAL RISKS AND UNCERTAINTIES

The key risk for the business is the cost-of-living crisis. Riva continue to offer a wide range of product offerings covering all demographics to mitigate this risk

KEY PERFORMANCE INDICATORS

The groups ultimate shareholder is also the director of the company and is closely involved in the

company's activities. The company directors therefore believe that the analysis of the company performance for the year using key performance indicators is not necessary as the ultimate shareholder already understands the development, performance, and position of the company.

FINANCIAL RISK MANAGEMENT

The main financial risks, to which the group is exposed are exchange rate and credit risk. The company manages these risks by entering into forward exchange contracts and having in place robust credit management processes and appropriate credit insurance.

ON BEHALF OF THE BOARD:

J Green - Director

23rd October 2025

Riva Paoletti Limited (Registered number: 02090119)

Report of the Directors

for the year ended 31st January 2025

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

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of the sale of homeware.

DIVIDENDS

No dividends were paid during the year (2024 - Nil).

DIRECTORS

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

J Green

A B Green

G A Beswick

E Banfield

L Evans

Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

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.

Riva Paoletti Limited (Registered number: 02090119)

Report of the Directors

for the year ended 31st January 2025

AUDITORS

The auditors, Smailes Goldie, will be proposed for re-appointment in accordance with Section 485 of the Companies Act 2006.

ON BEHALF OF THE BOARD:

J Green - Director

23rd October 2025

Report of the Independent Auditors to the Members of

Riva Paoletti Limited

Opinion

We have audited the financial statements of Riva Paoletti Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st January 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- | give a true and fair view of the state of the group's and of the parent company affairs as at 31st January 2025 and of the group's loss 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.

Report of the Independent Auditors to the Members of

Riva Paoletti Limited

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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- |  | performed analytical procedures, including the use of data analytics to identify any unusual or unexpected relationships; |

- |  | tested journal entries to identify unusual transactions; |

- |  | assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |

- |  | investigated the rationale behind significant or unusual transactions. |

Report of the Independent Auditors to the Members of

Riva Paoletti Limited

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- |  | agreeing financial statement disclosures to underlying supporting documentation; |

- |  | enquiring of management as to actual and potential litigation and claims |

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.

Peter Dearing BSc FCCA (Senior Statutory Auditor)

for and on behalf of Smailes Goldie

Chartered Accountants

Statutory Auditor

Regent's Court

Princess Street

Hull

East Yorkshire

HU2 8BA

23rd October 2025

Riva Paoletti Limited (Registered number: 02090119)

Consolidated Statement of Comprehensive Income

for the year ended 31st January 2025

| 2025 |  | 2024

| Notes | £ | £ |

TURNOVER | 3 | 22,508,392 |  | 23,300,219 |  |

Cost of sales | 15,978,054 |  | 16,066,863 |  |

GROSS PROFIT | 6,530,338 |  | 7,233,356 |  |

Administrative expenses | 6,621,459 |  | 6,588,233 |  |

(91,121 | ) | 645,123 |  |

Other operating income | 15,211 |  | 10,000 |  |

OPERATING (LOSS)/PROFIT | 5 | (75,910 | ) | 655,123 |  |

Exceptional item | 6 | 512,670 |  | 234,914 |  |

(588,580 | ) | 420,209 |  |

Interest receivable and similar income | 396 |  | 690 |  |

(588,184 | ) | 420,899 |  |

Interest payable and similar expenses | 7 | 414,902 |  | 431,760 |  |

LOSS BEFORE TAXATION | (1,003,086 | ) | (10,861 | ) |

Tax on loss | 8 | (71,586 | ) | (15,774 | ) |

(LOSS)/PROFIT FOR THE FINANCIAL YEAR | (931,500 | ) | 4,913 |  |

Riva Paoletti Limited (Registered number: 02090119)

Consolidated Balance Sheet

31st January 2025

| 2025 | 2024 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 10 | 1,993,607 |  | 2,242,867 |  |

Investments | 11 | - |  | - |  |

1,993,607 |  | 2,242,867 |  |

CURRENT ASSETS

Stocks | 12 | 8,531,586 |  | 7,272,837 |  |

Debtors | 13 | 4,958,094 |  | 4,734,654 |  |

Cash at bank and in hand | 120,407 |  | 331,249 |  |

13,610,087 |  | 12,338,740 |  |

CREDITORS

Amounts falling due within one year | 14 | 10,649,318 |  | 8,604,201 |  |

NET CURRENT ASSETS | 2,960,769 |  | 3,734,539 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 4,954,376 |  | 5,977,406 |  |

CREDITORS

Amounts falling due after more than one year | 15 | (17,390 | ) | (37,334 | ) |

PROVISIONS FOR LIABILITIES | 19 | (430,211 | ) | (501,797 | ) |

NET ASSETS | 4,506,775 |  | 5,438,275 |  |

CAPITAL AND RESERVES

Called up share capital | 20 | 10,000 |  | 10,000 |  |

Retained earnings | 21 | 4,496,775 |  | 5,428,275 |  |

SHAREHOLDERS' FUNDS | 4,506,775 |  | 5,438,275 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 23rd October 2025 and were signed on its behalf by:

J Green - Director

Riva Paoletti Limited (Registered number: 02090119)

Company Balance Sheet

31st January 2025

| 2025 | 2024 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 10 | 1,993,607 |  | 2,242,867 |  |

Investments | 11 | 101 |  | 101 |  |

1,993,708 |  | 2,242,968 |  |

CURRENT ASSETS

Stocks | 12 | 8,531,586 |  | 7,272,837 |  |

Debtors | 13 | 4,958,419 |  | 4,732,794 |  |

Cash at bank | 112,541 |  | 321,048 |  |

13,602,546 |  | 12,326,679 |  |

CREDITORS

Amounts falling due within one year | 14 | 10,788,068 |  | 8,749,854 |  |

NET CURRENT ASSETS | 2,814,478 |  | 3,576,825 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 4,808,186 |  | 5,819,793 |  |

CREDITORS

Amounts falling due after more than one year | 15 | (8,956 | ) | (19,056 | ) |

PROVISIONS FOR LIABILITIES | 19 | (430,211 | ) | (501,797 | ) |

NET ASSETS | 4,369,019 |  | 5,298,940 |  |

CAPITAL AND RESERVES

Called up share capital | 20 | 10,000 |  | 10,000 |  |

Retained earnings | 21 | 4,359,019 |  | 5,288,940 |  |

SHAREHOLDERS' FUNDS | 4,369,019 |  | 5,298,940 |  |

Company's (loss)/profit for the financial year | (929,921 | ) | 6,195 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 23rd October 2025 and were signed on its behalf by:

J Green - Director

Riva Paoletti Limited (Registered number: 02090119)

Consolidated Statement of Changes in Equity

for the year ended 31st January 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1st February 2023 | 10,000 |  | 5,423,362 |  | 5,433,362 |  |

Changes in equity

Total comprehensive income | - |  | 4,913 |  | 4,913 |  |

Balance at 31st January 2024 | 10,000 |  | 5,428,275 |  | 5,438,275 |  |

Changes in equity

Total comprehensive income | - |  | (931,500 | ) | (931,500 | ) |

Balance at 31st January 2025 | 10,000 |  | 4,496,775 |  | 4,506,775 |  |

Riva Paoletti Limited (Registered number: 02090119)

Company Statement of Changes in Equity

for the year ended 31st January 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1st February 2023 | 10,000 |  | 5,282,745 |  | 5,292,745 |  |

Changes in equity

Profit for the year | - |  | 6,195 |  | 6,195 |  |

Total comprehensive income | - |  | 6,195 |  | 6,195 |  |

Balance at 31st January 2024 | 10,000 |  | 5,288,940 |  | 5,298,940 |  |

Changes in equity

Deficit for the year | - |  | (929,921 | ) | (929,921 | ) |

Total comprehensive income | - |  | (929,921 | ) | (929,921 | ) |

Balance at 31st January 2025 | 10,000 |  | 4,359,019 |  | 4,369,019 |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements

for the year ended 31st January 2025

1. | STATUTORY INFORMATION

| Riva Paoletti 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.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| The financial statement 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, modified to include certain items at fair value.

| The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

| The financial statements are presented in stirling, which is the functional currency of the company, and all values are rounded to the nearest pound (£).

| Going Concern

| In forming their going concern assessment, the directors have reviewed the anticipated trading performance over the next 12 months. Having considered this and other available factors, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for a period of 12 months from the date of approval of these financial statements and have therefore adopted the going concern basis in preparing these financial statements.

| Financial Reporting Standard 102 - reduced disclosure exemptions

| The group has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

| • | the requirements of Section 7 Statement of Cash Flows.

| Basis of consolidation

| The group financial statements consolidate the financial statements of Riva Paoletti Limited and its subsidiaries for the year ended 31st January 2025. The subsidiary undertakings have been accounted for under the acquisition method of accounting. No company Statement of comprehensive Income is presented for Riva Paoletti Limited as permitted by Section 408 of the Companies Act 2006.

| Related party exemption

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

2. | ACCOUNTING POLICIES - continued

| Critical accounting judgements and key sources of estimation uncertainty

| Stock Provisions

| The carrying value of inventories requires management to make estimates regarding provisions for slow-moving, obsolete, and damaged stock. These provisions are based on management's assessment of the net realisable value of inventory items.

| Key estimates and assumptions

| In determining the level of stock provisions, management considers:

| Seasonal and fashion trends

| Age and condition of stock

| Sales history and trends

| Market condition

| Net realisable value

| Estimation uncertainty

| The determination of stock provisions involves significant judgement and is inherently uncertain. Management reviews stock provisions on a regular basis, with the provision calculated on an item-by-item basis where material, or by applying provision percentages to categories of stock based on current and projected turnover rates.

| At 31 January 2025, the gross value of inventories was £9,537,036, against which a provision of £1,005,450 has been made, resulting in a carrying value of £8,531,586.

| Given the subjective nature of fashion trends and consumer preferences in the soft furnishings market, actual losses on inventory realisation could differ from the provisions recognised.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable net of value added tax and trade discounts. The policies adopted for the recognition of turnover are as follows:

| Sales of goods

| Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on the date of dispatch of the goods.

| Leases

| Rentals payable and receivable under operating leases are charged to the profit and loss account on a straight line basis over the period of the lease.

| Tangible fixed assets

| Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

| Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:

| Leasehold improvements |  | - over the lease term |  |

| Plant and machinery |  | - 10% and 20% on cost |  |

| Fixtures and Fittings |  | - 10% and 20% on cost |  |

| Motor Vehicles |  | - 20% on cost |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

2. | ACCOUNTING POLICIES - continued

| Stocks

| Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Cost is calculated using the average cost method. Provision is made for damaged, obsolete and slow-moving stock where appropriate.

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, 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.

| Pension costs and other post-retirement benefits

| When employees have rendered service to the group, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service.

| The group operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable.

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

2. | ACCOUNTING POLICIES - continued

| Loans and borrowings

| Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment. If an arrangement constitutes a finance transaction it is measured at present value.

| Impairment

| Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

| Provisions

| Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated.

| Debtors and creditors receivable / payable within one year

| Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

3. | TURNOVER

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

4. | EMPLOYEES AND DIRECTORS

| 2025 |  | 2024

£ | £ |

| Wages and salaries | 4,757,113 |  | 4,685,866 |  |

| Social security costs | 438,754 |  | 415,133 |  |

| Other pension costs | 110,354 |  | 104,592 |  |

5,306,221 |  | 5,205,591 |  |

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

| 2025 |  | 2024

| Management and administration | 37 |  | 41 |  |

| Sales | 109 |  | 105 |  |

146 |  | 146 |  |

| 2025 |  | 2024

£ | £ |

| Directors' remuneration | 407,504 |  | 412,399 |  |

| Directors' pension contributions to money purchase schemes | 2,642 |  | 8,642 |  |

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

| Money purchase schemes | 2 |  | 2 |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

4. | EMPLOYEES AND DIRECTORS - continued

| Information regarding the highest paid director is as follows:

| 2025 |  | 2024

£ | £ |

| Emoluments etc | 125,004 |  | 125,004 |  |

| Pension contributions to money purchase schemes | 1,321 |  | 1,321 |  |

5. | OPERATING (LOSS)/PROFIT

| The operating loss (2024 - operating profit) is stated after charging/(crediting):

| 2025 |  | 2024

£ | £ |

| Depreciation - owned assets | 415,951 |  | 470,663 |  |

| Profit on disposal of fixed assets | (315 | ) | (3,823 | ) |

| Auditors' remuneration | 31,500 |  | 30,000 |  |

| Foreign exchange differences | (15,228 | ) | 2,021 |  |

| Other operating leases | 855,945 |  | 819,127 |  |

6. | EXCEPTIONAL ITEMS

| The exceptional costs which are included in the Statement of Comprehensive Income relate to costs incurred with the reorganisation of operations and centralisation to the main site.

7. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2025 |  | 2024

£ | £ |

| Bank interest | 159,579 |  | 185,413 |  |

| Bank stocking loans interest | 255,323 |  | 246,347 |  |

414,902 |  | 431,760 |  |

8. | TAXATION

| Analysis of the tax credit

| The tax credit on the loss for the year was as follows:

| 2025 |  | 2024

£ | £ |

| Current tax:

| UK corporation tax | - |  | 80,456 |  |

| Deferred tax | (71,586 | ) | (96,230 | ) |

| Tax on loss | (71,586 | ) | (15,774 | ) |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

8. | TAXATION - continued

| Reconciliation of total tax credit 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

£ | £ |

| Loss before tax | (1,003,086 | ) | (10,861 | ) |

| Loss multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) | (250,772 | ) | (2,715 | ) |

| Effects of:

| Expenses not deductible for tax purposes | 2,229 |  | 8,792 |  |

| Capital allowances in excess of depreciation | - |  | (18,604 | ) |

| Change in rate | - |  | (3,247 | ) |

| Group relief | 176,957 |  | - |  |

| years |

| Total tax credit | (71,586 | ) | (15,774 | ) |

9. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

| As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements.

10. | TANGIBLE FIXED ASSETS

| Group

| Fixtures |

| Leasehold |  | Plant and |  | and |  | Motor |

| Improvements |  | machinery |  | fittings |  | vehicles |  | Totals

£ | £ | £ | £ | £ |

| COST

| At 1st February 2024 | 100,842 |  | 875,854 |  | 2,074,877 |  | 208,402 |  | 3,259,975 |  |

| Additions | 35,902 |  | 1,525 |  | 47,802 |  | 92,228 |  | 177,457 |  |

| Disposals | - |  | - |  | (15,845 | ) | - |  | (15,845 | ) |

| At 31st January 2025 | 136,744 |  | 877,379 |  | 2,106,834 |  | 300,630 |  | 3,421,587 |  |

| DEPRECIATION

| At 1st February 2024 | 15,564 |  | 236,894 |  | 625,058 |  | 139,592 |  | 1,017,108 |  |

| Charge for year | 11,150 |  | 116,351 |  | 265,592 |  | 22,858 |  | 415,951 |  |

| Eliminated on disposal | - |  | - |  | (5,079 | ) | - |  | (5,079 | ) |

| At 31st January 2025 | 26,714 |  | 353,245 |  | 885,571 |  | 162,450 |  | 1,427,980 |  |

| NET BOOK VALUE

| At 31st January 2025 | 110,030 |  | 524,134 |  | 1,221,263 |  | 138,180 |  | 1,993,607 |  |

| At 31st January 2024 | 85,278 |  | 638,960 |  | 1,449,819 |  | 68,810 |  | 2,242,867 |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

10. | TANGIBLE FIXED ASSETS - continued

| Company

| Fixtures |

| Leasehold |  | Plant and |  | and |  | Motor |

| Improvements |  | machinery |  | fittings |  | vehicles |  | Totals

£ | £ | £ | £ | £ |

| COST

| At 1st February 2024 | 100,842 |  | 875,854 |  | 2,074,877 |  | 208,402 |  | 3,259,975 |  |

| Additions | 35,902 |  | 1,525 |  | 47,802 |  | 92,228 |  | 177,457 |  |

| Disposals | - |  | - |  | (15,845 | ) | - |  | (15,845 | ) |

| At 31st January 2025 | 136,744 |  | 877,379 |  | 2,106,834 |  | 300,630 |  | 3,421,587 |  |

| DEPRECIATION

| At 1st February 2024 | 15,564 |  | 236,894 |  | 625,058 |  | 139,592 |  | 1,017,108 |  |

| Charge for year | 11,150 |  | 116,351 |  | 265,592 |  | 22,858 |  | 415,951 |  |

| Eliminated on disposal | - |  | - |  | (5,079 | ) | - |  | (5,079 | ) |

| At 31st January 2025 | 26,714 |  | 353,245 |  | 885,571 |  | 162,450 |  | 1,427,980 |  |

| NET BOOK VALUE

| At 31st January 2025 | 110,030 |  | 524,134 |  | 1,221,263 |  | 138,180 |  | 1,993,607 |  |

| At 31st January 2024 | 85,278 |  | 638,960 |  | 1,449,819 |  | 68,810 |  | 2,242,867 |  |

11. | FIXED ASSET INVESTMENTS

| Company

| Shares in group undertakings |  |  | 2025 |  |  | 2024 |  |

|  | £ |  |  | £ |  |

| Cost |  |

| At 1st February 2024 |  | 101 |  | 101 |  |

| Additions |  | - |  | - |  |

| At 31st January 2025 |  | 101 |  | 101 |  |

| Details of group undertaking at the year end are as follows:

| Proportion |  |

| Name of company |  |  | Held |  | Nature of business |  |

| Ismail Textiles Limited |  | Ordinary shares |  | 100% |  | Distribution wholesale of drapery goods |  |

| Riva EL Limited |  | Ordinary shares |  | 100% |  | Management company |  |

| Shares of the undertakings are held directly by the company.

| All of the above companies are registered in England.

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

12. | STOCKS

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Stocks | 8,398,586 |  | 7,046,837 |  | 8,398,586 |  | 7,046,837 |  |

| Work-in-progress | 133,000 |  | 226,000 |  | 133,000 |  | 226,000 |  |

8,531,586 |  | 7,272,837 |  | 8,531,586 |  | 7,272,837 |  |

13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Trade debtors | 3,269,922 |  | 3,686,295 |  | 3,269,832 |  | 3,686,153 |  |

| Amounts owed by group undertakings | 9,335 |  | - |  | 9,335 |  | - |  |

| Other debtors | 1,236,322 |  | 471,931 |  | 1,236,321 |  | 471,630 |  |

| Tax | 10,489 |  | 35,502 |  | 10,905 |  | 34,085 |  |

| Prepayments and accrued income | 432,026 |  | 540,926 |  | 432,026 |  | 540,926 |  |

4,958,094 |  | 4,734,654 |  | 4,958,419 |  | 4,732,794 |  |

14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Bank loans and overdrafts (see note 16) | 4,259,064 |  | 3,410,040 |  | 4,249,064 |  | 3,400,040 |  |

| Trade creditors | 1,221,199 |  | 309,740 |  | 1,214,797 |  | 309,740 |  |

| Amounts owed to group undertakings | 282,011 |  | 318,207 |  | 447,563 |  | 483,670 |  |

| Corporation tax | - |  | - |  | - |  | 4,675 |  |

| Social security and other taxes | 708,801 |  | 760,867 |  | 704,884 |  | 752,964 |  |

| Other creditors | 3,407,884 |  | 2,818,778 |  | 3,402,804 |  | 2,813,599 |  |

| Accruals and deferred income | 770,359 |  | 986,569 |  | 768,956 |  | 985,166 |  |

10,649,318 |  | 8,604,201 |  | 10,788,068 |  | 8,749,854 |  |

15. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Bank loans (see note 16) | 17,390 |  | 37,334 |  | 8,956 |  | 19,056 |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

16. | LOANS

| An analysis of the maturity of loans is given below:

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Amounts falling due within one year or | on demand: |

| Bank stocking loans | 4,259,064 |  | 3,410,040 |  | 4,249,064 |  | 3,400,040 |  |

| Amounts falling due between one and | two years: |

| Bank loans 1-2 years | 17,390 |  | 20,298 |  | 8,956 |  | 10,298 |  |

| Amounts falling due between two and | five years: |

| Bank loans 2-5 years | - |  | 17,036 |  | - |  | 8,758 |  |

17. | LEASING AGREEMENTS

| Minimum lease payments fall due as follows:

| Group

| Non-cancellable |

| operating leases |

2025 | 2024 |

£ | £ |

| Within one year | 829,604 |  | 884,829 |  |

| Between one and five years | 2,728,441 |  | 2,722,654 |  |

| In more than five years | 2,762,500 |  | 3,764,583 |  |

6,320,545 |  | 7,372,066 |  |

| Company

| Non-cancellable |

| operating leases |

2025 | 2024 |

£ | £ |

| Within one year | 745,604 |  | 716,829 |  |

| Between one and five years | 2,728,441 |  | 2,668,987 |  |

| In more than five years | 2,762,500 |  | 3,412,500 |  |

6,236,545 |  | 6,798,316 |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

18. | SECURED DEBTS

| The following secured debts are included within creditors:

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Stocking loan | 4,238,767 |  | 3,389,997 |  | 4,238,767 |  | 3,389,997 |  |

| Invoice financing facility | 2,424,255 |  | 1,784,704 |  | 2,424,255 |  | 1,784,704 |  |

6,663,022 |  | 5,174,701 |  | 6,663,022 |  | 5,174,701 |  |

| The loans and overdrafts are secured by fixed and floating charges over the assets of the company.

| Hire purchase liabilities are secured over the assets to which the agreement relate.

19. | PROVISIONS FOR LIABILITIES

| Group |  | Company |

2025 | 2024 | 2025 | 2024 |

£ | £ | £ | £ |

| Deferred tax

| Accelerated capital allowances | 430,211 |  | 501,797 |  | 430,211 |  | 501,797 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1st February 2024 | 501,797 |  |

| Provided during year | (71,586 | ) |

| Balance at 31st January 2025 | 430,211 |  |

| Company

| Deferred |

| tax |

£ |

| Balance at 1st February 2024 | 501,797 |  |

| Provided during year | (71,586 | ) |

| Balance at 31st January 2025 | 430,211 |  |

20. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2025 | 2024 |

| value: | £ | £ |

| 10,000 | Ordinary | £1 | 10,000 |  | 10,000 |  |

Riva Paoletti Limited (Registered number: 02090119)

Notes to the Consolidated Financial Statements - continued

for the year ended 31st January 2025

21. | RESERVES

| Group

| Retained

| earnings

£ |

| At 1st February 2024 | 5,428,275 |  |

| Deficit for the year | (931,500 | ) |

| At 31st January 2025 | 4,496,775 |  |

| Company

| Retained

| earnings

£ |

| At 1st February 2024 | 5,288,940 |  |

| Deficit for the year | (929,921 | ) |

| At 31st January 2025 | 4,359,019 |  |

22. | CAPITAL COMMITMENTS

2025 | 2024 |

£ | £ |

| Contracted but not provided for in the

| financial statements | - |  | 84,065 |  |

23. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| The amount due to the group from the directors at the the year end were £348,577 (2024: £16,887). The maximum amount outstanding in the year was £348,577. Interest charged is variable and equals the groups cost of borrowing. No amounts have been waived or written off during the current or prior periods.

24. | RELATED PARTY DISCLOSURES

| Other related parties

2025 | 2024 |

£ | £ |

| Amount due from related party | 827,197 |  | 407,436 |  |

| During the year, a total of key management personnel compensation of £ 357,504 (2024 - £ 362,399 ) was paid.

25. | ULTIMATE CONTROLLING PARTY

| The ultimate parent company is Riva Home Group Limited.

| The ultimate controlling party is J Green.