REGISTERED NUMBER: 03145946 (England and Wales)

STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

FGS INGREDIENTS LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

Mr AB Patel

Mr KB Patel

SECRETARY:

Mr KB Patel

REGISTERED OFFICE:

22-44 Burfield Street

Leicester

LE4 6AL

REGISTERED NUMBER:

03145946 (England and Wales)

SENIOR STATUTORY AUDITOR:

Mr AR Turner FCA FMAAT

AUDITORS:

Mark J Rees LLP Chartered Accountants

and Statutory Auditors

Granville Hall

Granville Road

Leicester

LE1 7RU

BANKERS:

Barclays Bank plc

Town Hall Square

Leicester

LE1 9AA

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

FGS Ingredients Limited is a family-run business that opened in 1996. We started as a wholesaler of condiments and spices. We have since grown to become an industry leading manufacturer and distributor of condiments, spices and other related products supplying to some of the largest retailers in the United Kingdom. We have also expanded into the online market in recent years which has been key to our continued growth.

The principal activity of FGS Ingredients Limited is that of herb and spice merchants.

REVIEW OF BUSINESS

Performance of the business and Outlook

Turnover has increased by £5,066,019 (19.60%) in 2025 which was inline with budgeted figures.

Our KPI's for the year show how much we have achieved this year:

KPI's £

2025

2024

Turnover

30,908

25,842

Gross Profit %

28.27

25.34

Operating Profit

2,716

2,125

Operating Profit %

8.79

8.22

Net Profit/(Loss)

2,348

1,633

Net Assets

8,442

6,199

PRINCIPAL RISKS AND UNCERTAINTIES

The company manages liquidity risk by ensuring that there are sufficient funds to meet amounts due to trade creditors and loan repayments. Trade debtors are managed in respect of credit and cash flow risk by regular monitoring of amounts outstanding in terms of time and credit limits.

We continue to grow our business through effective marketing, brand and web development which has seen our online customer base increase significantly over the last few years.

Our experienced management team and strong financial position enables us to be well positioned to continue with the successful development and growth of the company.

The directors are responsible for the company's website https://www.fgsingredients.com.

ON BEHALF OF THE BOARD:

Mr KB Patel - Secretary

22 December 2025

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of herb and spice merchants.

DIVIDENDS

An interim divdend of £125,000 (2024 - £125,000) was paid during the year.

DIRECTORS

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

Mr AB Patel

Mr KB Patel

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Mark J Rees LLP Chartered Accountants, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr KB Patel - Secretary

22 December 2025

Opinion

We have audited the financial statements of FGS Ingredients Limited (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, 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 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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 determined that the principal risk areas where material irregularities could occur were related to posting manual journal entries to manipulate financial performance, revenue recognition, stock valuation and significant one-off or unusual transactions.

Our audit procedures were designed to respond in particular to these identified risks (including non compliance with laws and regulations and fraud).

Our audit procedures included but were not limited to:

- A review of a sample of stock lines to ensure the valuation of stock is at the lower of cost and net realisable value along with attendance at stocktake to sample the stock count of stock lines.

- A review of a sample of orders received in the year to ensure these were correctly recorded in revenue and detailed cut off testing around the year end to ensure revenue is correctly recognised.

- A review of laws and regulations the company is subject to, being specifically food and hygiene and health and safety, followed by compliance checks and discussion with management to ensure no instances of non compliance.

- Addressing the risks of fraud through management override of controls by performing journal entry test.

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.

Mr AR Turner FCA FMAAT (Senior Statutory Auditor)

for and on behalf of Mark J Rees LLP Chartered Accountants

and Statutory Auditors

Granville Hall

Granville Road

Leicester

LE1 7RU

23 December 2025

TURNOVER

5

30,908,206

25,842,187

Cost of sales

22,171,092

19,292,485

GROSS PROFIT

8,737,114

6,549,702

Administrative expenses

6,021,369

4,425,122

OPERATING PROFIT

7

2,715,745

2,124,580

Interest receivable and similar income

1,796

4,057

2,717,541

2,128,637

Interest payable and similar expenses

8

294,082

82,741

PROFIT BEFORE TAXATION

2,423,459

2,045,896

Tax on profit

9

75,375

413,178

PROFIT FOR THE FINANCIAL YEAR

2,348,084

1,632,718

PROFIT FOR THE YEAR

2,348,084

1,632,718

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,348,084

1,632,718

FIXED ASSETS

Tangible assets

11

299,573

348,322

Investments

12

-

121,783

299,573

470,105

CURRENT ASSETS

Stocks

13

7,786,190

6,303,750

Debtors

14

13,289,144

9,593,438

Cash at bank and in hand

49,628

451,334

21,124,962

16,348,522

CREDITORS

Amounts falling due within one year

15

11,931,464

10,274,955

NET CURRENT ASSETS

9,193,498

6,073,567

TOTAL ASSETS LESS CURRENT LIABILITIES

9,493,071

6,543,672

CREDITORS

Amounts falling due after more than one year

16

(1,039,755

)

(310,805

)

PROVISIONS FOR LIABILITIES

20

(31,379

)

(34,014

)

NET ASSETS

8,421,937

6,198,853

CAPITAL AND RESERVES

Called up share capital

21

120,000

120,000

Retained earnings

22

8,301,937

6,078,853

SHAREHOLDERS' FUNDS

8,421,937

6,198,853

The financial statements were approved by the Board of Directors and authorised for issue on 22 December 2025 and were signed on its behalf by:

Mr KB Patel - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

120,000

4,571,135

4,691,135

Changes in equity

Dividends

-

(125,000

)

(125,000

)

Total comprehensive income

-

1,632,718

1,632,718

Balance at 31 March 2024

120,000

6,078,853

6,198,853

Changes in equity

Dividends

-

(125,000

)

(125,000

)

Total comprehensive income

-

2,348,084

2,348,084

Balance at 31 March 2025

120,000

8,301,937

8,421,937

1.	COMPANY INFORMATION

The principal activity of FGS Ingredients Limited is that of herb and spice merchants.

2.	STATUTORY INFORMATION

The company is a private limited company (registered number 03145946), which is incorporated and domiciled in the UK. The address of the registered office is 22-44 Burfield Street, Leicester, Leicestershire, LE4 6AL.

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

3.	STATEMENT OF COMPLIANCE

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

4.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

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 FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 33.7.

Preparation of consolidated financial statements

The financial statements contain information about FGS Ingredients Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Caskad Enterprises (PVT) Limited, 24/44 Burfield Street, Leicester, LE4 6AL.

Significant judgements and estimates

There were no areas in which the preparation of the financial statements required to make significant judgements or estimates.

Turnover

Revenue comprises the fair value for the sale of goods excluding value added taxes and represents net invoice value less estimated rebates, returns and settlement discounts. In all cases revenue is recognised when the risks and rewards of ownership are transferred and this is defined to be on receipt of the goods.

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.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixtures and fittings - 15% reducing balance

Plant and machinery - 15% reducing balance

Motor vehicles - 25% reducing balance

Stocks

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

Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

Taxation

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

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Operating leases

Operating lease rentals are charged in the profit and loss account on a straight line basis over the lease term.

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.

Creditors

Short term trade 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.

Other investments

Other investments are initially measured at cost.

Going concern

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

5.

TURNOVER

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

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

30,809,646

25,766,764

Europe

98,560

75,423

30,908,206

25,842,187

6.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

3,213,913

2,504,172

Social security costs

302,602

221,806

Other pension costs

114,580

110,943

3,631,095

2,836,921

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

2025

2024

Employees

106

93

Key management personnel are deemed to be those having authority and responsibility for planning, directing and controlling the activities of the company. The total key management personnel compensation amounted to £52,035 (2024: £8,742).

2025

2024

£

£

Directors' remuneration

-

-

Directors' pension contributions to money purchase schemes

69,800

74,800

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

Money purchase schemes

2

2

7.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Depreciation - owned assets

37,174

43,733

Depreciation - assets on hire purchase contracts

25,124

33,499

Loss on disposal of fixed assets

1,783

-

Auditors remuneration

13,200

12,000

8.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank loan interest

286,827

81,152

Hire purchase

7,255

1,589

294,082

82,741

9.

TAXATION

Analysis of the tax charge

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

2025

2024

£

£

Current tax:

UK corporation tax

603,010

508,966

Prior year

UK corporation tax

(525,000

)

(125,539

)

Total current tax

78,010

383,427

Deferred taxation

(2,635

)

29,751

Tax on profit

75,375

413,178

Reconciliation of total tax charge included in profit and loss

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

2025

2024

£

£

Profit before tax

2,423,459

2,045,896

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

605,865

511,474

Effects of:

Expenses not deductible for tax purposes

1,082

445

Depreciation in excess of capital allowances

-

1,195

Utilisation of tax losses

(6,572

)

-

Adjustments to tax charge in respect of previous periods

(525,000

)

(125,539

)

Impact of future tax rate changes on deferred tax

-

29,751

Other differences

-

(4,148

)

Total tax charge

75,375

413,178

10.

DIVIDENDS

2025

2024

£

£

Interim

125,000

125,000

11.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Motor

machinery

fittings

vehicles

Totals

£

£

£

£

COST

At 1 April 2024

985,205

233,332

133,995

1,352,532

Additions

9,176

4,373

-

13,549

At 31 March 2025

994,381

237,705

133,995

1,366,081

DEPRECIATION

At 1 April 2024

814,622

156,089

33,499

1,004,210

Charge for year

25,588

11,586

25,124

62,298

At 31 March 2025

840,210

167,675

58,623

1,066,508

NET BOOK VALUE

At 31 March 2025

154,171

70,030

75,372

299,573

At 31 March 2024

170,583

77,243

100,496

348,322

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Motor

vehicles

£

COST

At 1 April 2024

and 31 March 2025

133,995

DEPRECIATION

At 1 April 2024

33,499

Charge for year

25,124

At 31 March 2025

58,623

NET BOOK VALUE

At 31 March 2025

75,372

At 31 March 2024

100,496

12.	FIXED ASSET INVESTMENTS

Unlisted

investments

£

COST

At 1 April 2024

121,783

Disposals

(121,783

)

At 31 March 2025

-

NET BOOK VALUE

At 31 March 2025

-

At 31 March 2024

121,783

13.

STOCKS

2025

2024

£

£

Raw materials

7,786,190

6,303,750

14.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

5,955,882

4,992,193

Amounts owed by group undertakings

1,931,015

1,614,713

Other debtors

4,237,298

2,768,627

Taxation

67,217

-

VAT

423,811

179,198

Prepayments

673,921

38,707

13,289,144

9,593,438

Included within trade debtors at the year end are invoice financed debts amounting to £4,466,912 (2024 - £3,452,992)

15.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Bank loans and overdrafts (see note 17)

2,033,426

48,310

Other loans (see note 17)

30,976

-

Hire purchase contracts (see note 18)

14,464

13,604

Trade creditors

2,952,238

3,017,125

Taxation

603,010

508,966

Paye/Ni payable

60,935

69,200

Other creditors

5,951,279

6,420,548

Pension creditors

3,177

3,295

Accruals and deferred income

281,959

193,907

11,931,464

10,274,955

Other creditors include Barclays Invoice Finance £3,230,110 (2024 - £4,676,387).