The directors present the strategic report for the year ended 30 June 2025.

The company’s core activity remains the production and distribution of chilled convenience food products across the United Kingdom, operating from multiple manufacturing and distribution facilities.

We are pleased with the progress made during the year in advancing our vision of driving forward the UK food-to-go market, while remaining focused on our purpose: 'Improving lives through delicious food'. With significant contract wins, continued investment, and strong people development, the business is well positioned for future growth.

Turnover increased by 15% from 2024, driven by new business wins, growth in existing accounts, and the launch of new product ranges. Several brand partnerships expanded our food-to-go offer with complementary products. To support the growth of our branded product ranges and reinforce a compelling customer proposition, we delivered several targeted marketing campaigns. We launched our Plant Powered brand campaign in January 2025, aligned with Veganuary, to promote our expanding plant-based range. In February, we published the New & Improved Range update, reaffirming our commitment to quality, sustainability, and consumer satisfaction. This was followed in April by a refreshed menu selection, and in May we unveiled our premium “MADE by Simply Lunch” brand further enhancing the offer to our customers.

Rising employment costs, particularly increases to the National Minimum Wage and employer National Insurance contributions were factored into our financial planning for the year. These pressures, alongside early-year supplier price increases, prompted a measured review of our pricing structure. Adjustments were implemented in April 2025 to ensure commercial sustainability while maintaining transparency and fairness for our customers. These actions helped offset rising costs, though margin percentage was impacted as we prioritised customer value and long-term relationships.

Investment in operational capacity included growing our manufacturing capacity, expanding our transport fleet, particularly with additional HGV and 18T vehicles, and implementing factory automation to improve efficiency. We also progressed development of our Enterprise Resource Planning (ERP) system, with a full launch scheduled for 2026. This will enhance cross-functional visibility, streamline reporting, and strengthen governance across operations, finance, and supply chain. May 2025 saw the launch of our purpose-built “Simply Cookhouse”, a state-of-the-art facility enabling in-house preparation of pasta, grains, and vegetables. This investment supports fresher ingredients, reduced waste, and greater operational control.

We continued to strengthen customer and team engagement through targeted events and immersive experiences. Building on the success of our Innovation Lounge, launched last year as a retail-style space to showcase new product ideas, we enhanced customer relationships through co-creation and direct feedback.

Significant progress was made in our sustainability strategy, with initiatives focused on people, operations, community, and products. We reinforced our ESG commitments across plastic reduction, emission transparency and community partnerships. We continued our partnership with regenerative farming experts Wildfarmed, first launched last year, to supply flour for our product ranges. We also partnered with My Emissions for full Scope 3 reporting across our product range, supporting our goal of being NetZero by 2035.

Community engagement was strengthened through long standing and new partnerships. We maintained our 30-year partnership with the local homeless charity, Croydon Nightwatch, providing daily food products and clothing donations. We also supported The Felix Project and Meals and More, contributing food to vulnerable communities. In December, we donated over £4,600 to the charity as part of our “Spirit of Giving” Christmas campaign in collaboration with Quorn.

Alongside our community partnerships, we continued to invest in the development and wellbeing of our people - both within Simply Lunch and across the wider industry. Staff development was supported through apprenticeships, student placements, paid leave for charitable work, and a rigorous induction and performance management framework. These initiatives sit within a broader well-being programme, including long-service recognition, happiness surveys, the appointment of Wellbeing Champions in each department, and mental health awareness initiatives such as a staff presentation from Mind. In March, we hosted a career development event for external participants, showcasing progression pathways within Simply Lunch and the wider food-to-go industry, with practical advice shared by our team.

In July 2025, we launched refreshed company values to align our culture with strategic ambitions and reinforce our commitment to people, quality, and sustainability. This marked a key milestone in embedding our purpose of ‘Improving lives through delicious food’ across every level of Simply Lunch.

The company has a formal procedure for assessing threats to the business. The principal risk remains the challenging economic environment and increased competitive tenders. Continued food inflation has intensified pressure on our cost base, particularly across core ingredients and packaging. As customer sensitivity to pricing grows, we continue to navigate this carefully through structured pricing reviews that reflect true cost movements. Preserving competitiveness and the ability to earn a fair margin remains critical to sustaining long-term customer relationships and supporting future investment.

Other risks include:

Health and safety – Managed through regular internal and external audits

Food safety – Regular audits; Grade AA BRC certification; member of the British Sandwich Association

IT and cyber risk – Addressed through increased investment, staff training, and robust backup systems

Credit risk – Managed through strong customer relationships, credit checks, and proactive credit control

Competitor risk – Mitigated by diversifying across market sectors

Liquidity and cashflow - Managed through regular forecasting and financial oversight.

We monitor performance through turnover, profit and cashflow. These are tracked via weekly departmental reports, monthly management accounts and customer sales and profitability reports issued to the board of directors and senior management. The company reports financial performance against their annual budget each month and reforecast this budget each quarter. There is comprehensive internal control in place to ensure the projections for the year ahead are on target. The business has continued with a thorough strategic planning process to forecast financial performance for the next five years to ensure we meet our ambitious growth targets.

For the year ending 30th June 2025:

Underlying profit before tax: £5,060,734 (up 3% from £4,936,912 in 2024)

Turnover: £45,338,902 (up 15% from £39,495,371)

Overheads: £7,133,916 (2024: £6,638,958) reflecting continued investment in staff, infrastructure and service quality

Cash: £8,826,130 (up 27% from £6,971,378 in 2024)

These results align with board expectations, reflecting sustained turnover growth, productivity investments, and enhanced service levels.

The business remains in a vibrant convenience food market and is well positioned for continued growth in 2025/26. In August 2025, we will relaunch our core Simply Lunch brand with a refreshed visual identity and packaging to reflect our values and future direction and will create the foundation for growth in the years ahead. We are also excited about some new strategic customer relationships we are starting to build which will also support future growth.

With continued investment, creative initiatives, a strong sustainability strategy, and innovative product launches, the management team believes the company is well placed to strengthen its market position and achieve its vision of becoming a clear market leader.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 June 2025.

The main activity of the company continued to be the production and distribution of chilled convenience food products across the United Kingdom from its manufacturing and distribution facilities across the U.K.

The results for the year are set out on page 11.

Ordinary dividends were declared amounting to £1,955,000. The directors do not recommend payment of a further dividend.

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

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The company's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance.

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

The auditor, Affinia (Stratford), is deemed to be reappointed under section 487(2) of the Companies Act 2006.

This disclosure outlines Simply Lunch’s energy consumption, greenhouse gas emissions, and energy-efficiency actions for the 2024/25 reporting period. The data is taken directly from the MyEmissions Company Carbon Report for 2024/25 and calculated in line with the GHG Protocol Corporate Standard.

The organisational boundary used is operational control, covering 4 UK sites.

Emissions have been calculated using the MyEmissions platform, using emission factors based on the GHG Protocol Corporate Standard, UK Government conversion factors, and MyEmissions proprietary database.

Emissions include all Scope 1 & 2 sources relevant to Simply Lunch’s operations.

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

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

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

In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

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

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

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

We have audited the financial statements of Simply Lunch Ltd (the 'company') for the year ended 30 June 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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 30 June 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the 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.

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

The extent to which the audit was considered capable of detecting irregularities including fraud

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 as follows:

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the chilled convenience food sector;

• we 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 Companies Act 2006 and taxation legislation;

• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

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 as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud.

• 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 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.

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; and

• reviewing correspondence with HMRC and reviewing for evidence of correspondence with legal advisors.

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

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

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

Use of our report

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

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

Simply Lunch Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Unit 2, ZK Park, 23 Commerce Way, Croydon, CR0 4ZS.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for at least the next 12 months from the date of filing the financial statements.

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

The company recognises revenue from the following major sources:

• Sale of goods

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

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

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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

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

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

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable.

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

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

Cash is basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

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

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

We consider there to be no key sources of estimation, that have a significant risk of causing a material

adjustment to the carrying amounts of the assets and liabilities within the next financial years.

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Judgment is required from management to determine the costs to be incurred to sell the stock and thereby determine the net realisable value of the stock at year end and any provision that may required for impairment of the stock.

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

The annual depreciation charge for the tangible assets is sensitive to changes in the estimated useful economic lives and residual value of the assets. The useful economic lives and residual value are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of assets.

The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.

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

Their aggregate remuneration comprised:

All 5 directors of the Company received equal remuneration during the year.

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

Tangible fixed assets includes assets held under finance leases or hire purchase contracts, as follows:

The long-term loans with Lloyds Bank are secured by fixed and floating charges over all assets and undertakings of the company. The loan term is 60 months, started from 22 May 2020.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

The Ordinary shares give shareholders full rights in relation to voting, equity and dividends.

The Ordinary B, C, D and E shares entitle the holder to dividends but are non-voting and non-equity.

On 20 May 2025 a bonus issue of 98 Ordinary shares of £1 each was made.

Charges in the year

Charge 0313 3582 0003 created on 22 May 2020 fixed and floating charge over all the property or undertaking of the company entered with Lloyds Bank PLC. Simply Lunch Ltd gives Lloyds Bank PLC security under this debenture for the payment of any amounts owed by Simply Lunch Ltd to Lloyds whether now or in the future and whether owed jointly or severally.

This charge is outstanding at the year end.

Charge 0313 3582 0004 created on 06 February 2023 relates to the a fixed and floating charge over all assets entered with HSBC UK Bank plc. Simply Lunch Ltd gives HSBC UK Bank plc security under this debenture for the payment of any amounts owed by Simply Lunch Ltd to HSBC whether now or in the future and whether owed jointly or severally.

This charge is outstanding at the year end.

Charge 0313 3582 0005 created on 03 July 2023 relates to the security over cash deposits entered with HSBC UK Bank plc. Simply Lunch Ltd gives HSBC UK Bank plc security under this charge for the payment of any amounts owed by Simply Lunch Ltd to HSBC whether now or in the future and whether owed jointly or severally.

This charge is outstanding at the year end.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Subsequent to the year end, 26 shares were purchased back by the company for the consideration of £4,500,000. As a result of this share buyback, there is no longer an ultimate controlling party.