ACCOUNTS - Final Accounts

An analysis of turnover by class of business is as follows:

Registered number: 06547767

UNICORN INGREDIENTS LTD

AUDITED

ANNUAL REPORT
AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 MARCH 2025

UNICORN INGREDIENTS LTD

COMPANY INFORMATION

Directors	Mr Francis James Horan
	Mrs Nicola Janice Divers


Company secretary	Mrs Sally Claire Horan


Registered number	06547767


Registered office	Albany House
	Claremont Lane
	Esher
	Surrey
	KT10 9FQ


Independent auditors	Wellden Turnbull Limited
	Chartered Accountants & Statutory Auditors
	Albany House
	Claremont Lane
	Esher
	Surrey
	KT10 9FQ

UNICORN INGREDIENTS LTD

CONTENTS

	Page
Strategic report	1 - 2
Directors' report	3 - 4
Independent auditors' report	5 - 8
Statement of income and retained earnings	9
Balance sheet	10
Notes to the financial statements	11 - 27

UNICORN INGREDIENTS LTD

STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2025

Introduction

The Directors present their strategic report for the year ended 31 March 2025. The principal activity of the Company continued to be wholesaling of seeds and associated natural products to food processors, bakers and retailers throughout the world.

Business review

During the year, the Company reported a turnover of £38,601k (2024: £35,983k), an increase of 7%, due primarily to the increase in the volume of goods traded as the year progressed, which showed renewed customer confidence in their own trading performances. With the slow reduction in food inflation, the Company expect volumes to increase slightly in the next trading year.
Gross profit however reduced by £403k, mainly contributed by the increase in purchase of raw materials by 7%. The Company experienced an increase in administration expenses of £242k mainly due to staff costs of £888k (2024: £781k).
The Company had closing stock of £6,224k (2024: £5,669k), an increase of £555k mainly as a result of increased operations and goods in transit as at the year end.
The resulting impact of the above is a reported profit after tax for the period of £770k (2023: £1,443k profit).
The Company continues to review the internal business operations, especially in relation to freight movements and the volatility in cost and political hurdles that make global business movements challenging.
We are entering 2025-2026 with a good contract book priced on a more settled trading market with a stock holding at a level to support our contract book going forward. We anticipate volumes to increase on last year and expect turnover to match or surpass 2024-25 levels. We have noticed customers turning to us in confidence that contracts will be honoured and fulfilled as agreed.

Principal risks and uncertainties

The Company operates internationally in purchasing, stocking and selling natural products. Whilst all the time the Ukraine conflict continues, there will always be the potential instability in commodity prices/supply regarding grain prices and volumes.
The Company has maintained its strong supplier base and enjoys on-going support from its long-term customer base. The Company management and their team continue to manage the risks and problems associated with international trade in natural products which can be difficult during times of conflict.
The Directors and management team continue to monitor the measures put in place to protect the interests of the business and are maintaining a tight and controlled measure of all costs.

Page 1

UNICORN INGREDIENTS LTD

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2025

Financial key performance indicators

The performance of the Company is assessed against the following key performance indicators (KPI's): turnover, gross profit and stock holding. The directors, using these metrics, consider the Company to have performed in line with expectations during the year.

This report was approved by the board and signed on its behalf.

Mr Francis James Horan

Directors

Date: 5 November 2025

Page 2

UNICORN INGREDIENTS LTD

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 MARCH 2025

The Directors present their report and the financial statements for the year ended 31 March 2025.

Directors' responsibilities statement

The Directors are responsible for preparing the strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;

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

∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 to 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.

Results and dividends

The profit for the year, after taxation, amounted to £770,276 (2024 - £1,442,794).

During the period dividends totaling £400,462 (2024 - £380,898) were declared and paid.

Directors

The Directors who served during the year were:

Mr Francis James Horan

Mrs Nicola Janice Divers

Page 3

UNICORN INGREDIENTS LTD

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2025

Financial instruments

Price risk, credit risk, liquidity risk and cash flow risk
The Company's principal financial instruments comprise bank balances, trade debtors, trade creditors and loans. The main purpose of these instruments is to finance the business' operations.
In respect of bank balances, liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates of interest. All of the Company's cash balances are held in such a way that achieves a competitive rate of interest. The business makes use of money market facilities where funds are available.
Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.
Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. Loans comprise loans from financial institutions. The interest rate and monthly repayments on the loans from financial institutions are variable. The business manages the liquidity risk by ensuring that there are sufficient funds to meet the payments.
The Company's activities expose it to the financial risks of changes in foreign currency exchange rates. The Company uses forward foreign currency contracts to manage the foreign currency exposure from its purchase of goods and receipts from the sale of goods in foreign currency.

Disclosure of information to auditors

Each of the persons who are Directors at the time when this Directors' report is approved has confirmed that:

∙so far as the Directors is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the Directors has taken all the steps that ought to have been taken as a Directors in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

This report was approved by the board and signed on its behalf.

Mr Francis James Horan

Directors

Date: 5 November 2025

Page 4

UNICORN INGREDIENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNICORN INGREDIENTS LTD

Opinion

We have audited the financial statements of Unicorn Ingredients Ltd (the 'Company') for the year ended 31 March 2025, which comprise the statement of income and retained earnings, the balance sheet and the related notes, 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 March 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 United Kingdom, including the Financial Reporting Council'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 other information comprises the information included in the Annual Report other than the financial statements and our auditors' report thereon. The Directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Page 5

UNICORN INGREDIENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNICORN INGREDIENTS LTD (CONTINUED)

Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.

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 Directors' report.

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

∙adequate accounting records have not been kept, 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 directors' responsibilities statement set out on page 3, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the 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.

Page 6

UNICORN INGREDIENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNICORN INGREDIENTS LTD (CONTINUED)

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. We have identified the greatest risk of a material impact on the financial statements from irregularities, including fraud, to relate to the timing and recognition of revenue, the valuation of stock, valuation of provisions and the override of controls by management. We have obtained an understanding of the legal and regulatory frameworks that the Company operates within including both those that directly have an impact on the financial statements and more widely those for which non-compliance could have a significant impact on the Company’s operations and reputation. The Companies Act 2006, employee legislation, health and safety legislation, data protection, the Food Standards Act and the BRCGS Agents and Brokers accreditation are those we have identified in this regard. Auditing standards limit the required procedures as to non-compliance with laws and regulations to enquiries of those charged with governance and review of any applicable correspondence.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

∙Enquiry of management and those charged with governance as to actual and potential litigation and claims;

∙Enquiry of entity staff and those charged with governance to identify any instances of non compliance with laws and regulations;

∙Obtaining third party supporting valuations for the Company's open forward contracts held at the year end date and reviewing the mathematical accuracy of fair value movements recognised in the period;

∙Performing audit work to assess the completeness and accuracy of revenue in accordance with the Company's operations, and reasonableness of revenue recognised based on contractual terms of business and the Company's accounting policy and the requirements of financial reporting and accounting standards;

∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

∙Reviewing and challenging assumptions and judgements made by the Directors in their significant accounting estimates, in particular in relation to provisions, the valuation of stock and any related impairments;

∙Reviewing the reasonableness of tax provisions made by the Company; and

∙Reviewing financial statement disclosures and testing of supporting documentation to assess compliance with laws and regulations.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

Page 7

UNICORN INGREDIENTS LTD

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNICORN INGREDIENTS LTD (CONTINUED)

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 auditors' report.

Use of our report

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

Mark Nelligan FCA (Senior Statutory Auditor)

for and on behalf of

Wellden Turnbull Limited

Chartered Accountants

Statutory Auditors

Albany House

Claremont Lane

Esher

Surrey

KT10 9FQ

5 November 2025

Page 8

UNICORN INGREDIENTS LTD

STATEMENT OF INCOME AND RETAINED EARNINGS

FOR THE YEAR ENDED 31 MARCH 2025

	2025	2024
Note	£	£


Turnover	4	38,601,021	35,982,989
Cost of sales		(35,054,324)	(32,032,747)
Gross profit		3,546,697	3,950,242
Administrative expenses		(2,140,144)	(1,897,795)
Other operating income	5	9,530	19,061
Other operating charges		(125,108)	(416,525)
(Loss)/Gain from changes in fair value of derivatives		(71,978)	384,753
Operating profit	6	1,218,997	2,039,736
Interest receivable and similar income	10	33,490	10,019
Interest payable and similar expenses	11	(233,924)	(265,554)
Profit before tax		1,018,563	1,784,201
Tax on profit	12	(248,287)	(341,407)
Profit after tax		770,276	1,442,794



Retained earnings at the beginning of the year	1,613,545	551,649
Profit for the year	770,276	1,442,794
Dividends declared and paid	(400,462)	(380,898)
Retained earnings at the end of the year	1,983,359	1,613,545

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of income and retained earnings.
The notes on pages 11 to 27 form part of these financial statements.

Page 9

UNICORN INGREDIENTS LTD

REGISTERED NUMBER: 06547767

BALANCE SHEET

AS AT 31 MARCH 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	15		6,422		8,544
Investments	16		31,343		31,343
			37,765		39,887
Current assets
Stocks	17	6,224,027		5,668,654
Debtors: amounts falling due within one year	19	7,581,052		6,436,073
Cash at bank and in hand	18	1,147,008		1,234,984
		14,952,087		13,339,711
Creditors: amounts falling due within one year	20	(12,310,501)		(11,227,429)
Net current assets			2,641,586		2,112,282
Total assets less current liabilities			2,679,351		2,152,169
Provisions for liabilities
Deferred tax	13	-		(6,797)
Other provisions	22	(695,892)		(531,726)
			(695,892)		(538,523)
Net assets			1,983,459		1,613,646

Capital and reserves
Called up share capital	23	100	100
Profit and loss account	24	1,983,359	1,613,546
		1,983,459	1,613,646

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 5 November 2025.

Mr Francis James Horan

Directors

The notes on pages 11 to 27 form part of these financial statements.

Page 10

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

1.	General information

Unicorn Ingredients Ltd is a private company limited by shares incorporated in England and Wales, registration number 06547767. The registered office is Albany House, Claremont Lane, Esher, Surrey KT10 9FQ.
The principal place of business is 4-6 South Street, Epsom, Surrey, KT18 7PF.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

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

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Uni Holdings 1 Ltd as at 31 March 2025 and these financial statements may be obtained from Companies House.

2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 11

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.4

Going concern

The Company was profit making in the period and is in a net current and net asset position at the year end date. The Directors have prepared the financial statements on a going concern basis which means that the Company will continue to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements.
In assessing the appropriateness of the going concern basis of preparation, the Directors have taken into account the key risks of the business, including the ongoing global economic uncertainty and volatility, inflationary pressures and high interest rate environment. In doing so the Directors have considered the Company’s business model and availability of cash resources. The Directors cite the Company’s ability to generate sufficient operational cashflows to meet its liabilities, the access the Company has to an asset financing facility with Barclays and the cash reserves of £1.1m (2024: £1.2m) at the year end date. The Directors are satisfied that the Company has sufficient resources to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these Financial Statements and the Directors consider it appropriate to prepare the Financial Statements on a going concern basis.

2.5

Compliance with accounting standards

The financial statements have been prepared using FRS102 The Financial Reporting Standard applicable in the UK and the Republic of Ireland. There were no material departures from that standard.

2.6

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the 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 and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Page 12

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.7

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the Company has transferred the significant risks and rewards of ownership to the buyer;

∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the Company will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

2.8

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to the Statement of Income and Retained Earnings on a straight-line basis over the lease term.

2.9

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.10

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.11

Pensions

Defined contribution pension plan

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 in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 13

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

				Fixtures and fittings	-	25%
				Office equipment	-	25%

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

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 14

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

2.20

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's balance sheet when the Company becomes party to the contractual provisions of the instrument.

Page 15

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.20

Financial instruments (continued)

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Page 16

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.20

Financial instruments (continued)

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

2.21

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience, independent forecasts and other factors that are believed to be reasonable under the circumstances.
Each period end management estimate the net realisable value of the goods it holds for resale, based on the condition and age of the goods held. Management also consider current and future market conditions that may impact the value of the products. An impairment provision is made where the net realisable value of stock is calculated to be lower than the cost.
Other provisions are recognised when the company has an obligation but the amount and timing are uncertain. These are measured at management's best estimate of the amount required to settle the obligation at the reporting date.

Page 17

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

	Sale of seeds	38,601,021	35,982,989

Analysis of turnover by country of destination:

					2025	2024
					£	£

United Kingdom	22,297,276	20,987,821
Rest of Europe	13,777,329	12,775,128
Rest of the world	2,526,416	2,220,040
	38,601,021	35,982,989

5.	Other operating income
		2025	2024
		£	£

	Rent receivable	9,530	19,061

	Exchange differences	125,108	416,525
	Other operating lease rentals	65,963	67,405

Fees payable to the Company's auditors for the audit of the Company's financial statements

17,500

16,000

Page 18

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Wages and salaries	782,032	687,349
Social security costs	84,153	74,269
Cost of defined contribution scheme	149,331	107,061
	1,015,516	868,679

The average monthly number of employees, including the Directors, during the year was as follows:

	2025	2024
	No.	No.

Administration and support	18	17

9.	Directors' remuneration
		2025	2024
		£	£

Directors' emoluments	17,256	17,256
Company contributions to defined contribution pension schemes	110,000	70,000
	127,256	87,256

During the year retirement benefits were accruing to 2 Directors (2024 - 2) in respect of defined contribution pension schemes.

Remuneration in respect of key management personnel was the same as the above directors' remuneration.

10.	Interest receivable
		2025	2024
		£	£

Other interest receivable

33,490

10,019

Page 19

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

11.	Interest payable and similar expenses
		2025	2024
		£	£

Interest on borrowings	233,924	244,417
Interest on other loans	-	21,137
	233,924	265,554

Corporation tax
Current tax on profits for the year	248,287	341,407

Profit on ordinary activities before tax

1,018,563

1,784,201

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	254,641	446,050
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	(88)	22
Capital allowances for year in excess of depreciation	531	-
Short-term timing difference leading to an increase (decrease) in taxation	(6,797)	-
Tax losses brought forward and used	-	(104,665)
Total tax charge for the year	248,287	341,407

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 20

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

13.	Deferred taxation

		2025
		£

	At beginning of year	(6,797)
	Utilised in year	6,797
	At end of year	-

The deferred taxation balance is made up as follows:
	2025	2024
	£	£

Accelerated capital allowances

(6,797)

14.	Dividends
		2025	2024
		£	£

Ordinary shares

400,462

380,898

Page 21

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

15.	Tangible fixed assets

	Fixtures and fittings	Office equipment	Total
	£	£	£
Cost or valuation
At 1 April 2024	44,895	164,841	209,736
Additions	-	2,319	2,319
At 31 March 2025	44,895	167,160	212,055
Depreciation
At 1 April 2024	43,838	157,354	201,192
Charge for the year on owned assets	346	4,095	4,441
At 31 March 2025	44,184	161,449	205,633
Net book value
At 31 March 2025	711	5,711	6,422
At 31 March 2024	1,057	7,487	8,544

16.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 April 2024	31,343
	At 31 March 2025	31,343

Page 22

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

Unicorn Ingredients GmbH & Co. KG	Am alten Posthof 26 49477 Ibbenburen, Germany	Ordinary shares	100%
Unicorn Ingredients Verwaltungs GmbH	Am alten Posthof 2649477 Ibeenburen,Germany	Ordinary shares	100%
Unicorn Ingredients Private Limited	Office No, ,Signet Business Hub, Akshar Chowk, Old Padra Road, Vadodara - 390020, Gujarat, India	Ordinary shares	96.67%

17.	Stocks
		2025	2024
		£	£

	Finished goods and goods for resale	6,224,027	5,668,654

The carrying value of stocks are stated net of impairment provisions totalling £765,173 (2024 - £549,994). Impairment provision of £215,179 (2024 - £322,184) was charged to the statement of income and retained earnings in the current year.

18.	Cash and cash equivalents
		2025	2024
		£	£

	Cash at bank and in hand	1,147,008	1,234,984

Page 23

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

19.

Debtors

					2025	2024
					£	£


Trade debtors	5,905,661	5,141,273
Amounts owed by group undertakings	1,289,056	1,054,881
Other debtors	288,405	153,668
Prepayments and accrued income	97,930	86,251
	7,581,052	6,436,073

Amounts owed by group undertakings are interest free and repayable on demand.

20.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Bank loans	3,939,212	3,316,623
Trade creditors	6,635,129	6,453,611
Amounts owed to group undertakings	95,547	-
Corporation tax	64,898	341,407
Other taxation and social security	18,557	17,303
Other creditors	200,127	200,475
Accruals and deferred income	1,142,508	755,465
Financial instruments	214,523	142,545
	12,310,501	11,227,429

Bank loans of £3,939,212 (2024 - £3,316,623) relate to a financing facility with Barclays. Drawdowns are dependent on the trade debtors balance outstanding each quarter. Movements in the trade debtors balance results in either a repayment or drawdown of the facility. The facility attracts interest at 2% over the Barclays GBP base rate for sterling.
Bank loans are secured by a fixed and floating charge over the assets of the company. A personal guarantee has been executed by each of the directors limited to £25,000.

Page 24

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

21.	Financial instruments
		2025	2024
		£	£

	Financial assets
	Financial assets measured at fair value through profit or loss	1,147,008	1,234,984

	Financial liabilities
	Derivative financial instruments measured at fair value through profit or loss	(214,523)	(142,545)

Derivative financial instruments are initially measured at fair value at the date on which a derivative contract is entered into and are subsequently measured at fair value through profit or loss.

The Company uses derivatives in the form of forward currency contracts to manage the foreign currency exposure from its purchase of goods and receipts from the sale of goods in foreign currency. The fair value of the contract at the year end is computed by the comparison of the contract rate with the rate of an equivalent instrument at the balance sheet date.

22.	Provisions

		Other provisions
		£

	At 1 April 2024	531,726
	Charged to profit or loss	403,986
	Utilised in year	(239,821)
	At 31 March 2025	695,891

The Company has recognised provisions in respect of onerous contracts, specifically in relation to additional freight and distribution costs.
The net impact of the above is a charge to the statement of income and retained earnings in the period of £164,165 (2024 charge to the statement of income and retained earnings of £307,143).

Page 25

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

23.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

50 (2024 - 50) Ordinary A shares shares of £1.00 each	50	50
50 (2024 - 50) Ordinary B shares shares of £1.00 each	50	50

	100	100

24.

Reserves

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.

25.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension expense represents contributions payable by the Company to the fund and amounted to £149,331 (2024 - £107,061). Contributions totaling £5,114 (2024 - £5,462) were payable to the scheme at the end of the year and are included in creditors.

Not later than 1 year	67,356	67,356
Later than 1 year and not later than 5 years	65,500	131,000
	132,856	198,356

Page 26

UNICORN INGREDIENTS LTD

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

27.

Related party transactions

The Company is exempt under the terms of Financial Reporting Standard 102 'Reduced Disclosure Framework' from disclosing related party transactions with group companies on the grounds that the Company is wholly owned within the group..

During the year the Company made purchases of £76,714 (2024 - £74,543) from Unicorn Ingredients Private Limited, a subsidiary company in which the Company holds 96.67% of the shares.
The Company considers its key management personnel to be the Directors. Note 14 sets out the dividend paid to the directors of Unicorn Ingredients Ltd by Uni Holdings1 Ltd. Furthermore, management also considers Sally Horan, spouse of a director to be key management personnel, to whom a salary of £25,000 and pension contributions of £10,000 were paid during the year.

28.	Controlling party

The Company's immediate and ultimate parent undertaking and controlling party is Uni Holdings 1 Ltd, a company incorporated in England and Wales, registered at Albany House, Claremont Lane, Esher, Surrey KT10 9FQ.
The smallest and largest group of undertakings into which the results of the Company are consolidated is headed by Uni Holdings 1 Ltd. The consolidated financial statements are available from Companies House.

Page 27