Company registration number 12205579 (England and Wales)
Family Tree Farms UK Limited
Annual report and financial statements
for the year ended 31 December 2024
Family Tree Farms UK Limited
Company information
Directors
Andy Muxlow
Daniel Jackson
David Jackson
Rick Jackson
Company number
12205579
Registered office
Suite 1
Haddonsacre Business Centre
Evesham
England
WR11 8JJ
Auditor
Henderson Loggie LLP
The Vision Building
20 Greenmarket
Dundee
DD1 4QB
Bankers
Barclays
Barclays House
Victoria Street
Douglas
Isle of Man
IM99 1AJ
Family Tree Farms UK Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 27
Family Tree Farms UK Limited
Strategic Report
for the year ended 31 December 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Fair review of the business

Turnover has increased in the year by 33% to £27.4mill, however due to additional cost pressures, cost of sales increased from £18.1mill by 52%. Savings were made to administrative expenses of £292k but the business made an overall loss before tax of £2.4mill.
The directors remain optimistic for a profitable future and as group we continue to make significant investments to further expand our Southern / Northern American & South African fruit plantations to satisfy our global customer demand for premium fruit. We are bolstering our team in the UK and Europe to support expanding volume in these markets.

Principal risks and uncertainties

Family Tree Farms UK Limited operates in a highly competitive market, although its exclusive genetics do stand its fruit production ahead of its lead competition, many costs are influenced by factors out with the company's control and the challenge continues to remain competitively priced whilst providing the same level of service for which the company is renowned within its industry.
The company continues to place high importance on health, safety and food regulations which are regularly monitored internally. This includes registration on the Import of Products, Animals, Food and Feed System (IPAFFS), membership with Campden BRI, a leader in global food and drink science, and regular audits from BRCGS Global Standard Agents and Brokers.
Foreign currency risk is also monitored given fluctuations in the US dollar, GBP and Euro. This is mitigated by ensuring sufficient currency reserves are held and from ongoing support from the wider Family Tree Farms Group.

Development and performance

The company's continued growth and high standing within its industry is a direct result of its directors continued focus on quality, flavour and service to its customers. Our industry leading compliance of health, safety and food regulations is at heart of our strategic plan and we work hard to ensure our fruit is produced as sustainably as possible. The directors believe that the company is well placed to meet available opportunities for further growth within its target markets as and when they arise.

Key performance indicators

The directors consider the company's key performance indicators to be those that communicate the financial performance of the company as a whole, being turnover, gross margin and net loss before taxation.

KPI’s | Measure | 2024 | 2023
Turnover | £ | £27.35m | £20.56m
Gross margin | % | (0.29)% | 11.98%
Net profit/(loss) before taxation | £ | (2,439)k | 210k
Current ratio |  | 0.88:1 | 0.99:1
| 1 to 1 | 0.79:1 | 0.93:1

Family Tree Farms UK Limited
Strategic Report (continued)
for the year ended 31 December 2024
- 2 -

On behalf of the board

Daniel Jackson
Director
11 March 2026
Family Tree Farms UK Limited
Directors' report
for the year ended 31 December 2024
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of a grower, producer and marketer of fruit.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

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

Dominic Martinez
(Resigned 20 February 2025)
Andy Muxlow
Daniel Jackson
David Jackson
Rick Jackson
Research and development

Family Tree Farms Global continues to trial new varieties to remain competitive in the Premium produce market.

Future developments

More plantings have been established which will support our growth in all markets for years to come.

Strategic Report

Included within the strategic report is an indication of the principal risks and uncertainties including the risks associated with the market conditions, competition, foreign currency risk, and legislative and compliance risks.

Statement of disclosure to auditor

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.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Daniel Jackson
Director
11 March 2026
Family Tree Farms UK Limited
Directors' responsibilities statement
for the year ended 31 December 2024
- 4 -

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.

Family Tree Farms UK Limited
Independent auditor's report
to the members of Family Tree Farms UK Limited
- 5 -
Opinion

We have audited the financial statements of Family Tree Farms UK Limited (the 'company') for the year ended 31 December 2024 which comprise 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 31 December 2024 and of its loss for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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.

Family Tree Farms UK Limited
Independent auditor's report
to the members of Family Tree Farms UK Limited (continued)
- 6 -

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' r eport 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 identifie d material misstatements in the strategic report or the directors' r eport.

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' r esponsibilities s tatement, 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.

Auditor's 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 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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, is detailed below.

As part of our planning process:

- We enquired of management the systems and controls the company has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud. Management informed us that there were no instances of known, suspected or alleged fraud;

- We obtained an understanding of the legal and regulatory frameworks applicable to the company. We determined that the following were most relevant: Global standards for food safety, registration on the Import of Products, Animals, Food and Feed System (IPAFFS), health and safety, employment law, and compliance with the UK Companies Act;

- We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetrated, and tailored our risk assessment accordingly; and

Family Tree Farms UK Limited
Independent auditor's report
to the members of Family Tree Farms UK Limited (continued)
- 7 -

- Using our knowledge of the company, together with the discussions held with management at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

- Inquiry of management about any known or suspected instances of non-compliance with laws and regulations and fraud;

- Reviewing applicable memberships and certifications;

- Reviewing key policies and procedures;

- Challenging assumptions and judgements made by management in their significant accounting estimates, in particular in relation to the carrying value of tangible fixed assets, provisions in relation to stock and bad debts, and the application of accruals; and

- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the 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. The primary responsibility for the prevention and detection of irregularities and fraud rests with the directors.

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.

Blair Davidson (Senior Statutory Auditor)
For and on behalf of Henderson Loggie LLP, Statutory Auditor
Chartered Accountants
The Vision Building
20 Greenmarket
Dundee
DD1 4QB
11 March 2026
Family Tree Farms UK Limited
Statement of comprehensive income
for the year ended 31 December 2024
- 8 -
2024
2023
as restated
Notes
£
£
Turnover
3
27,351,820
20,557,039
Cost of sales
(27,430,755)
(18,094,590)
Gross (loss)/profit
(78,935)
2,462,449
Administrative expenses
(1,959,537)
(2,251,683)
Operating (loss)/profit
5
(2,038,472)
210,766
Interest payable and similar expenses
8
(187)
-
0
Amounts written off related party loans
9
(400,000)
-
(Loss)/profit before taxation
(2,438,659)
210,766
Tax on (loss)/profit
10
40,223
-
0
(Loss)/profit for the financial year
(2,398,436)
210,766

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

Family Tree Farms UK Limited
Balance sheet
as at 31 December 2024
- 9 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
12
875,438
866,741
Current assets
Stocks
13
1,402,226
1,549,517
Debtors
14
7,223,253
4,409,555
Cash at bank and in hand
2,508,412
1,326,240
11,133,891
7,285,312
Creditors: amounts falling due within one year
15
(14,097,377)
(7,841,665)
Net current liabilities
(2,963,486)
(556,353)
Total assets less current liabilities
(2,088,048)
310,388
Creditors: amounts falling due after more than one year
16
(2,711,947)
(2,711,947)
Net liabilities
(4,799,995)
(2,401,559)
Capital and reserves
Called up share capital
18
400
400
Profit and loss reserves
19
(4,800,395)
(2,401,959)
Total equity
(4,799,995)
(2,401,559)

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 11 March 2026 and are signed on its behalf by:
Daniel Jackson
Director
Company registration number 12205579 (England and Wales)
Family Tree Farms UK Limited
Statement of changes in equity
for the year ended 31 December 2024
- 10 -
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023 (as restated)
400
(2,612,725)
(2,612,325)
Year ended 31 December 2023:
Profit and total comprehensive income
-
210,766
210,766
Balance at 31 December 2023
400
(2,401,959)
(2,401,559)
Year ended 31 December 2024:
Loss and total comprehensive income
-
(2,398,436)
(2,398,436)
Balance at 31 December 2024
400
(4,800,395)
(4,799,995)
Family Tree Farms UK Limited
Statement of cash flows
for the year ended 31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
1,392,320
648,211
Interest paid
(187)
-
0
Net cash inflow from operating activities
1,392,133
648,211
Investing activities
Purchase of tangible fixed assets
(209,961)
(359,621)
Proceeds from disposal of tangible fixed assets
-
0
29,000
Net cash used in investing activities
(209,961)
(330,621)
Net increase in cash and cash equivalents
1,182,172
317,590
Cash and cash equivalents at beginning of year
1,326,240
1,008,650
Cash and cash equivalents at end of year
2,508,412
1,326,240
Family Tree Farms UK Limited
Notes to the financial statements
for the year ended 31 December 2024
- 12 -
1
Accounting policies
Company information

Family Tree Farms UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Suite 1, Haddonsacre Business Centre, Evesham, England, WR11 8JJ.

1.1
Accounting convention

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 a mounts 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.

1.2
Prior period error

It was identified during the year that there were errors amounting to £696,871 in the recording of purchase invoices for a particular supplier in prior year's financial statements. The full adjustment is a correction for amounts recorded in the prior year not due to be paid to the supplier, with the supplier not expecting any further payments to be made.

It was also identified during the year that commission amounting to £654,376 due to an entity with control, joint control or significant influence over the company had not been applied in either the 2022 or 2023 financial years. As such a prior year adjustment has been applied to correctly accrue the balance, with a corresponding increase to expenditure.

For further details of the necessary prior period adjustment see note 26 to the financial statements.

1.3
Going concern

At the period end, the company had a net liabilities position of £true 4,799,995 (202 3 - £2,401,559). Included within creditors are amounts due to fellow group members of £7,783,128 (202 3 - £6,252,616). The company continues to meet its working capital commitments from ongoing trading activities whilst it receives ongoing financial support from the wider group when required.

The financial statements have therefore been prepared on a going concern basis. The directors have considered relevant information, including the financial projections, forecast future cash flows and the impact of subsequent events in making their assessment. The directors have performed a robust analysis of forecast future cash flows taking into account the potential impact on the business of possible future scenarios arising from rising input costs. This analysis also considers the effectiveness of available measures to assist in mitigating the impact.

Based on these assessments and having regard to the resources available to the company, including the ongoing financial support of the group, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and financial statements.

1.4
Turnover

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.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 13 -

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch 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.

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 over their useful lives on the following bases:

Freehold land and buildings
Straight line over 3-50 years
Leasehold improvements
Striaght line over 5-50 years
Plant and equipment
Straight line over 5-10 years
Fixtures and fittings
Straight line over 5-10 years
Computer equipment
Straight line over 3 years
Motor vehicles
Straight line over 5-10 years

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.

The company introduced a new capitalisation policy during the year. Assets with a cost of £1,000 or greater are included in the Balance Sheet at cost less depreciation. Capital items costing less than £1,000 are written off to the Statement of comprehensive income.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 14 -
1.7
Stocks

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, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

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.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

1.9
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.

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 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.

Impairment of financial assets

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.

Derecognition of financial assets

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.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 15 -
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 creditors, and loans from fellow group companies 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 paymen ts 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. A m ounts 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.

Derecognition of financial liabilities

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

1.10
Equity instruments

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.

1.11
Taxation

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

Current 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

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 carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 16 -
1.12
Employee benefits

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.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.13
Retirement benefits

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

1.14
Leases

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 lease s asset are consumed.

1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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.

Critical judgements

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

Useful economic lives of tangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values 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 the assets.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
2
Judgements and key sources of estimation uncertainty (continued)
- 17 -
Stock provision

Stock is valued at the lower of cost and net realisable value. Management will write down obsolete and damaged stock items throughout the year but in addition at the year end they will consider whether the stock value is appropriate and where required they will apply a stock provision to bring the value down to net realisable value in line with accounting standards. The provision is calculated by management based on their knowledge of the market they sell to and their products.

Trade debtor recovery

Credit control is an important function within the group which requires management to assess on an ongoing basis the recoverability of amounts due from trade debtors. Where recovery is in doubt management will adequately provide against this debt and will arrive at such conclusions based on internal and external knowledge of that customers performance and "ability to pay". Management adopt a prudent approach to credit control.

Accruals

Management estimate requirements for accruals using post year end information and information available from detailed budgets. This identifies cost and income that are expected to be incurred. Accruals are only released where there is a reasonable expectation that these costs will not be invoiced in the future.

3
Turnover
2024
2023
£
£
Turnover analysed by class of business
Sale of fruit
27,351,820
20,557,039
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
11,395,838
11,431,041
Europe
15,760,086
9,125,998
Rest of world
195,896
-
27,351,820
20,557,039
4
Exceptional item
2024
2023
£
£
Expenditure
Exceptional item - Cost of sales
239,600
-

This amount relates to the settlement o f a legal case associated with the principal activities of the company. The amount was paid post year end however since the legal proceedings commenced during the current year the full settlement amount has been recognised as an adjusting post balance sheet event.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
- 18 -
5
Operating (loss)/profit
2024
2023
as restated
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(129,649)
(31,687)
Fees payable to the company's auditor for the audit of the company's financial statements
22,750
16,575
Depreciation of owned tangible fixed assets
195,171
123,872
Impairment of owned tangible fixed assets
-
0
39,535
Loss on disposal of tangible fixed assets
6,093
15,176
Operating lease charges
33,725
30,500
6
Employees

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

2024
2023
Number
Number
15
14

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
747,936
1,122,305
Social security costs
83,703
95,584
Pension costs
85,954
63,157
917,593
1,281,046
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
233,435
235,963
Company pension contributions to defined contribution schemes
66,525
35,400
299,960
271,363
Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
7
Directors' remuneration (continued)
- 19 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
233,435
235,963
Company pension contributions to defined contribution schemes
66,525
35,400

The directors have been deemed the same as key management personnel and so no separate disclosure is made for key management remuneration.

8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
187
-
9
Amounts written off related party loans
2024
2023
£
£
Amounts written off current loans
(400,000)
-

In line with the company's accounting policy regarding financial instruments as detailed in note 1.8, and based on the estimated future cash flows expected to be received from a debtor which is a related party, the directors have made the decision to impair the outstanding debtor balance to its expected recoverable amount.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
- 20 -
10
Taxation
2024
2023
£
£
Current tax
Adjustments in respect of prior periods
(40,223)
-
0

At the Spring Budget 2021, the government announced that the corporation tax main rate for profits would increase to 25%. Following Royal Assent this was enacted from 1 April 2023 and as a result the corporation tax rate effective in the period has been set at 25% (2023 - 23.5%).

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

2024
2023
as restated
£
£
(Loss)/profit before taxation
(2,438,659)
210,766
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25% (2023: 24%)
(609,665)
49,573
Tax effect of expenses that are not deductible in determining taxable profit
372
3,470
Unutilised tax losses carried forward
609,293
(51,146)
Adjustments in respect of prior years
(40,223)
-
0
Super-deduction
-
0
(1,897)
Taxation credit for the year
(40,223)
-

On the basis of taxable losses carried forward at the year end of £5,613,784 (202 3 - as restated £3,0 34,033) and a lack of clarity as to when these losses will be utilised going forward, a deferred tax asset has not been recognis e d on the portion of these losses amounting to £4,956,926 (202 3 - as restated £2,288,308) which exceed the amount required to offset deferred tax liabilities at 31 December 202 4. Were an asset recognised it would amount to £1,239,231 (202 3 - as restated £5 72,077) assuming the future rate is consistent at 25%.

11
Impairments

Impairment assessments have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2024
2023
Notes
£
£
In respect of:
Property, plant and equipment
12
-
0
39,535
Recognised in:
Administrative expenses
-
39,535
Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
- 21 -
12
Tangible fixed assets
Freehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 January 2024
164,800
18,479
516,654
44,412
151,650
271,274
1,167,269
Additions
40,976
90,879
56,354
3,757
-
0
17,995
209,961
Disposals
-
0
(5,001)
(397)
(8,611)
(19,084)
-
0
(33,093)
At 31 December 2024
205,776
104,357
572,611
39,558
132,566
289,269
1,344,137
Depreciation and impairment
At 1 January 2024
25,805
13,113
165,613
28,315
49,797
17,885
300,528
Depreciation charged in the year
34,009
6,985
75,196
7,443
16,221
55,317
195,171
Eliminated in respect of disposals
-
0
(3,602)
(105)
(5,625)
(17,668)
-
0
(27,000)
At 31 December 2024
59,814
16,496
240,704
30,133
48,350
73,202
468,699
Carrying amount
At 31 December 2024
145,962
87,861
331,907
9,425
84,216
216,067
875,438
At 31 December 2023
138,995
5,366
351,041
16,097
101,853
253,389
866,741
Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
- 22 -
13
Stocks
2024
2023
£
£
Finished goods and goods for resale
1,402,226
1,549,517
14
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
6,861,909
3,911,564
Corporation tax recoverable
40,223
-
0
Amounts owed by group undertakings
204,944
251,162
Other debtors
26,058
134,224
Prepayments and accrued income
90,119
112,605
7,223,253
4,409,555
15
Creditors: amounts falling due within one year
2024
2023
as restated
£
£
Trade creditors
462,562
1,823,534
Amounts owed to group undertakings
5,071,181
3,540,669
Taxation and social security
-
0
34,418
Other creditors
921,610
639,405
Accruals and deferred income
7,642,024
1,803,639
14,097,377
7,841,665
16
Creditors: amounts falling due after more than one year
2024
2023
£
£
Amounts owed to group undertakings
2,711,947
2,711,947
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
85,954
63,157

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.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
- 23 -
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
400
400
400
400

Each ordinary share carries one vote and is entitled to participate pari passu with other ordinary shares in any dividend or capital distribution.

19
Profit and loss reserves

Profit and loss reserves include all current and prior years retained profit and losses.

20
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, which fall due as follows:

2024
2023
as restated
£
£
Within 1 year
16,325
25,451
21
Related party transactions
Transactions with related parties

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

Sales
Purchases and commissions
2024
2023
2024
2023
as restated
£
£
£
£
Entities with control, joint control or significant influence over the company
-
0
-
0
1,215,074
1,694,921
Other related parties
-
0
2,882
9,645,285
8,933,547
Payroll costs
Rental costs
2024
2023
2024
2023
£
£
£
£
Other related parties
62,057
58,166
144,996
121,718
Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
21
Related party transactions (continued)
- 24 -
2024
2023
as restated
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
7,783,128
6,252,616
Other related parties
6,352,581
2,493,755

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due from related parties
£
£
Other related parties
204,944
251,161

The following amounts were written off loans due from a related party in the period in respect of bad and doubtful debts:

2024
2023
£
£
Other related parties
400,000
-
22
Directors' transactions
Description
% Rate
Opening balance
Closing balance
£
£
Director's loan
-
3,000
3,000
3,000
3,000
23
Ultimate controlling party

No one individual or entity has ultimate control of the company.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
- 25 -
24
Cash generated from operations
2024
2023
£
£
(Loss)/profit after taxation
(2,398,436)
210,766
Adjustments for:
Taxation credited
(40,223)
-
0
Finance costs
187
-
0
Loss on disposal of tangible fixed assets
6,093
15,176
Depreciation and impairment of tangible fixed assets
195,171
163,407
Other gains and losses
400,000
-
Movements in working capital:
Decrease/(increase) in stocks
147,291
(665,499)
(Increase)/decrease in debtors
(3,173,475)
260,169
Increase in creditors
6,255,712
664,192
Cash generated from operations
1,392,320
648,211
25
Analysis of changes in net funds
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
1,326,240
1,182,172
2,508,412
26
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment at 1 Jan 2023
Adjustment at 31 Dec 2023
As restated at 31 Dec 2023
£
£
£
£
Creditors due within one year
Other creditors
(7,575,801)
(273,941)
42,495
(7,807,247)
Capital and reserves
Profit and loss reserves
(2,170,513)
(273,941)
42,495
(2,401,959)
Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
26
Prior period adjustment (continued)
- 26 -
Changes to the profit and loss account
As previously reported
Adjustment
As restated
Period ended 31 December 2023
£
£
£
Cost of sales
(18,137,085)
42,495
(18,094,590)
Profit for the financial period
168,271
42,495
210,766
Reconciliation of changes in equity
1 January
31 December
2023
2023
Notes
£
£
Adjustments to prior year
Adjustment to finished goods purchases
1
-
696,871
Adjustment to commission payable
2
(273,941)
(654,376)
Total adjustments
(273,941)
42,495
Total adjustments brought forward
-
(273,941)
Equity as previously reported
(2,338,384)
(2,170,113)
Equity as adjusted
(2,612,325)
(2,401,559)
Analysis of the effect upon equity
Profit and loss reserves
(273,941)
42,495
Reconciliation of changes in profit for the previous financial period
2023
Notes
£
Adjustments to prior year
Adjustment to finished goods purchases
1
696,871
Adjustment to commission payable
2
(654,376)
Total adjustments
42,495
Profit as previously reported
168,271
Profit as adjusted
210,766
Notes to reconciliation
1. Adjustment to finished goods purchases

It was identified during the year that there were errors amounting to £696,871 in the recording of purchase invoices for a particular supplier in prior year's financial statements. The full adjustment is a correction for amounts recorded in the prior year not due to be paid to the supplier, with the supplier not expecting any further payments to be made.

Family Tree Farms UK Limited
Notes to the financial statements (continued)
for the year ended 31 December 2024
26
Prior period adjustment (continued)
- 27 -
2. Adjustment to commission payable

It was identified during the year that commission amounting to £654,376 due to an entity with control, joint control or significant influence over the company had not been applied in either the 2022 or 2023 financial years. As such a prior year adjustment has been applied to correctly accrue the balance, with a corresponding increase to expenditure. This adjustment has also been reflected in the related party transactions note (note 21) to the financial statements as a restatement accordingly.

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