Company registration number SC104545 (Scotland)
ADENIA FISHING CO. LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
PAGES FOR FILING WITH REGISTRAR
ADENIA FISHING CO. LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 1 -

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; 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.

ADENIA FISHING CO. LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 SEPTEMBER 2025
30 September 2025
- 2 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
4
9,309,789
9,309,789
Tangible assets
5
17,197,726
18,411,571
26,507,515
27,721,360
Current assets
Debtors
6
229,845
921,095
Cash at bank and in hand
3,017,405
2,116,621
3,247,250
3,037,716
Creditors: amounts falling due within one year
7
(1,423,078)
(2,063,200)
Net current assets
1,824,172
974,516
Total assets less current liabilities
28,331,687
28,695,876
Creditors: amounts falling due after more than one year
8
(1,633,334)
(4,566,667)
Provisions for liabilities
9
(2,674,920)
(2,697,740)
Net assets
24,023,433
21,431,469
Capital and reserves
Called up share capital
300,000
300,000
Revaluation reserve
10
800,000
800,000
Profit and loss reserves
22,923,433
20,331,469
Total equity
24,023,433
21,431,469

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 6 March 2026 and are signed on its behalf by:
B Spence
Director
Company registration number SC104545 (Scotland)
ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 3 -
1
Accounting policies
Company information

Adenia Fishing Co. Limited is a private company limited by shares incorporated in Scotland. The registered office is Mair's Quay, Holmsgarth, Lerwick, Shetland, ZE1 0PW.

1.1
Basis of preparation

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosures are required to show a true and fair view.

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

The financial statements have been prepared under the historical cost convention modified to include certain financial instruments at fair value.

1.2
Going concern

Quota arrangements are in place to allow the company to continue fishing for at least the next 12 months. For at least the next 12 months from signing of this report adequate banking facilities have been secured and net cash flows from fishing are expected to be positive and sufficient to allow us to meet our debt servicing requirements, tax obligations and remain compliant with our debt covenants.true

It is the opinion of the directors that the company is a going concern. Accordingly, the financial statements do not include any adjustments that would result from the going concern basis not being appropriate.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for sale of goods or services to external customers in the ordinary nature of the business. Turnover is shown net of Value Added Tax.

Fish sales

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the

goods have passed to the buyer, 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. This is generally when fish has been landed and sold at the fish processor.

Quota transfer income

Revenue from the transfer of quota is recognised when the use of the quota is transferred to another company.

1.4
Intangible fixed assets other than goodwill

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

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:

Fishing licences and track record
20 years straight line
ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 4 -

Fish licences and track record are written off evenly over 20 years as in the opinion of the directors this represents the best estimate of the useful life of the assets.

The directors believe that the residual value of the fishing licences and track record held is higher than the

carrying value of the licences, therefore the licences have not been amortised in the year.

1.5
Tangible fixed assets

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 evenly over their useful lives, from the date they are operational, on the following bases:

Land and buildings Leasehold
20 years straight line
Boat
20 years straight line
Plant and machinery
3 - 5 years straight line

In the year of acquisition assets costing in excess of £150,000 are depreciated on a pro rata basis from the month of acquisition. Assets costing less than £150,000 are depreciated for a full year in the year of acquisition and not depreciated in the year of disposal.

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.

1.6
Impairment of fixed assets

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.

1.7
Financial instruments

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 statement of financial position 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

Basic financial assets, which include amounts owed by group undertakings, other 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.

Other financial assets

Other financial assets, which include interest rate collars are initially measured at fair value, on the date the contract is entered into. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.

ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 5 -
Classification of financial liabilities

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

Basic financial liabilities, including other creditors and bank loans, 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.

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

1.8
Equity instruments

Equity instruments issued by the company are recorded at the fair value of 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.

Derivatives

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.9
Taxation

The tax expense represents the s u m of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable.

Current and deferred tax is charged or credited to profit or loss.

Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set off the amounts and the entity intends either to settle on the net basis or to realise the asset and settle the liability simultaneously.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Deferred tax is measured at the average tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is measured on a non-discounted basis.

ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 6 -
1.10
Foreign exchange

Transactions expressed in foreign currencies are translated into sterling and recorded at rates of exchange approximating to those ruling at the date of the transaction. Monetary assets and liabilities are translated at rates ruling at the balance sheet date. Other exchange differences are included in operating profit.

Leases

All leases are operating leases and the annual rentals are charged to profit or loss on a straight line basis

over the lease term.

2
Judgements and key sources of estimation uncertainty

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.

The directors consider that no judgements (apart from those involving estimates) are used which are critical

to the financial statements.

Critical judgements
Key sources of estimation uncertainty

The estimate and assumption which has significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Fixed assets - useful lives and residual values and impairment

Management have to make estimates of the useful economic lives and residual values of tangible fixed assets and intangible fixed assets including fishing licences, fishing quota (Fixed Quota Allocation Units - FQA's) and the boat. These estimates affect the depreciation charge and the carrying value of fixed assets, shown in the notes. The directors believe that the residual value of the fishing licences and FQA's held is higher than the carrying value of the licences, therefore the licences have not been amortised in the year.

On an annual basis management review indicators to assess whether an asset may be impaired or the residual value or useful life has changed. These indicators include factors such as a change in how an intangible asset is used, technological advancement, and changes in market prices. Only if there factors indicate a change in useful life or residual value do previous accounting estimates need to be reviewed.

If there is no indication of impairment, it is not necessary to estimate the recoverable amount.

Management have not identified any indicators of impairment or changes in the residual value of useful lives of the fishing licences, fishing quota (Fixed Quota Allocation Units - FQA's or boat.

ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 7 -
3
Employees

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

2025
2024
Number
Number
Total
0
0

Share fishermen are self-employed and by concession their crew share is charged to tax as trading profits under Part 2 of Income Tax (Trading and Other Income) Act 2005, therefore the company has no employees.

4
Intangible fixed assets
Fishing licences and track record
£
Cost
At 1 October 2024 and 30 September 2025
9,309,789
Amortisation and impairment
At 1 October 2024 and 30 September 2025
-
0
Carrying amount
At 30 September 2025
9,309,789
At 30 September 2024
9,309,789

All fishing licences and track record acquired were previously held at valuation. On transition to FRS102 these

were held at deemed cost.

The directors believe that the residual value of the fishing licences and track record held is higher than the carrying value of the licences, therefore the licences have not been amortised in the year.

ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 8 -
5
Tangible fixed assets
Land and buildings Leasehold
Boat
Plant and machinery
Total
£
£
£
£
Cost
At 1 October 2024
192,436
26,083,337
62,764
26,338,537
Additions
-
0
-
0
73,850
73,850
Disposals
-
0
-
0
(27,196)
(27,196)
At 30 September 2025
192,436
26,083,337
109,418
26,385,191
Depreciation
At 1 October 2024
127,108
7,740,295
59,563
7,926,966
Depreciation charged in the year
9,623
1,261,702
16,370
1,287,695
Eliminated in respect of disposals
-
0
-
0
(27,196)
(27,196)
At 30 September 2025
136,731
9,001,997
48,737
9,187,465
Carrying amount
At 30 September 2025
55,705
17,081,340
60,681
17,197,726
At 30 September 2024
65,328
18,343,042
3,201
18,411,571
6
Debtors
2025
2024
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
188,483
875,993
Other debtors
1,968
6,162
Prepayments and accrued income
39,394
38,940
229,845
921,095

Amounts owed from group undertakings are repayable on demand and are non interest bearing.

7
Creditors: amounts falling due within one year
2025
2024
£
£
Bank loans
933,333
933,333
Corporation tax
403,592
866,108
Accruals and deferred income
86,153
263,759
1,423,078
2,063,200
ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 9 -
8
Creditors: amounts falling due after more than one year
2025
2024
£
£
Bank loans and overdrafts
1,633,334
4,566,667

The bank loan is secured by:

- A Deed of Assignation and Covenant over the insurances, fishing licences, fishing rights, all earnings and requisition compensation

- By two floating charges over the assets and undertakings of the company

- A legal first charge over Unit 3, South Greenhead, Lerwick, Shetland

- Assignation in security over earnings, fishing licences and fishing rights containing fixed charge and negative pledge

- Deed of covenant collateral to a ship mortgage

- Mortgage over 64/64 shares in vessel Adenia containing negative pledge

- Assignment in security over ship insurances containing fixed charge and negative pledge

9
Provisions for liabilities
2025
2024
£
£
Deferred tax liabilities
2,674,920
2,697,740
ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 10 -
10
Revaluation reserve
2025
2024
£
£
At the beginning and end of the year
800,000
800,000

The revaluation reserve relates to the historic intangible assets valuation before changing to deemed cost under FRS 102. The reserve is not amortised in line with the intangibles as the carrying value is deemed higher than the cost.

11
Operating lease commitments
As lessee

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

2025
2024
£
£
Total commitments
218,822
224,170
12
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Purchases
Purchases
2025
2024
£
£
Parent company
116,663
138,857
Fellow subsidiaries
185,847
58,983

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due from related parties
£
£
Parent company
188,483
875,993
13
Parent company

The parent company of Adenia Fishing Co. Limited is L.H.D. Limited. Their registered office is Sixty Six, North Quay, Great Yarmouth, Norfolk, United Kingdom, NR30 1HE.

ADENIA FISHING CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 11 -
14
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 September 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.

Senior Statutory Auditor:
Irene Hambleton BAcc CA
Statutory Auditor:
A.J.B. Scholes Ltd
Date of audit report:
6 March 2026
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