Company registration number 00616324 (England and Wales)
JOHNSONS NURSERIES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
JOHNSONS NURSERIES LIMITED
COMPANY INFORMATION
Directors
J M Richardson
G D Richardson
I P Richardson
D Thompson
L J Richardson
R D Richardson
Secretary
G D Richardson
Company number
00616324
Registered office
Head Office Gilsthwaite Lane
Kirk Hammerton
York
North Yorkshire
United Kingdom
YO26 8AQ
Auditor
Sumer Auditco Limited
Rievaulx House
1 St Mary's Court
Blossom Street
York
North Yorkshire
YO24 1AH
JOHNSONS NURSERIES LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 24
JOHNSONS NURSERIES LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 1 -

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

Business review

A very disappointing result in a very difficult market. Following on from the end of the previous year, trading conditions remained challenging with faltering demand and increased competition forcing down prices, particularly in the retail garden centre market, but also to a lesser extent in the commercial amenity market.

Internal costs continued to rise, primarily as a result of increases in the National Living Wage and Employers National Insurance, driving up the costs of production and other operational activities. Products sourced in Europe continued to be subject to onerous import costs brought about by the Uk’s exit from the trading block, a weakening Pound adding to the discomfort.

Further, unusually dry weather conditions throughout the trading period followed unusually wet conditions in the year before, the extremes proving difficult for our key customers, but also for our own production team, who experienced much higher than average crop failures.

To cap the year off, the lower than expected sales volumes and high levels of product carry over from the previous year then resulted in excessive waste, particularly from the higher value retail product. All in all, the year failed to live up to expectations and is one that we would like to put behind us.

However, whilst our trading performance was less than satisfactory, our balance sheet held up well with net assets remaining strong at £3.57m. We do not take this years result lightly, but we take comfort from our strong and stable asset base.

Principal risks and uncertainties

The principal risks and uncertainties largely remain as noted above.

Externally imposed taxes and employment costs such as those relating to Extended Producer Responsibility and the National Living Wage limit our ability to control cost, which ultimately ripples through the entire organisation structure. With few options to raise or even maintain selling prices in a competitive market, margin erosion becomes almost inevitable. At the time of writing a 4.1% increase in the National Living Wage has been announced for 2026 and this will undoubtably make any trading recovery in the coming year more challenging.

There is a material risk that we will either under or overproduce bare root and containerised plants which may result in either excessive waste or an under recovery of production cost, both of which ultimately reduce margin. To minimise this risk, we attempt to produce an historical average volume of plants each year and if necessary, supplement with traded purchases.

The potential impacts of global warming have been well documented, horticulture along with agriculture is likely to be affected before many other industries and indeed overly dry, wet or hot conditions are already placing a strain on our day to day activities.

We continue to work to mitigate these risks, but the lack of control poses a real problem.

Key performance indicators

The directors monitor the progress of the company by reference to the following KPIs:

2025 2024

(Decrease) in turnover (0.3%) (6.7%)

Gross profit percentage 15.7% 18.5%

Whilst gross margin decreased for the reasons set out above, in the circumstances we were reassured by the relatively small decrease in turnover and indeed we see sales growth driven by target pricing and quality of service as a focus for the coming year, given that costs are becoming so difficult to control. At the time of writing secured orders are significantly ahead of last year and this bodes well for what is budgeted to be a 5% increase in turnover in the 2026 financial year.

JOHNSONS NURSERIES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 2 -
Quality and environmental

Our commitment to maximising our positive impact on our customers and minimising our negative impact on the environment continues to be at the heart of what we do.

We retain our accreditation to the Environmental Management System ISO 14001:2015 with our external audit in February 2025 raising no issues and resulting in a continuation of our certification. In July 2026 we will be audited for re-certification to ISO 14001.

We are also accredited to Quality Management system ISO 9001:2015 and this continues to operate effectively with internal audits raising no non-conformances and the last external audit in October 2025 resulting in the continuation of our certification.

Johnsons Nurseries is accredited to the Plant Healthy Certification Scheme and in September 2025 we passed our external audit for the fourth year in a row. This is an example of our commitment to the biosecurity of our nursery, our supply chain and the UK as a whole.

Johnsons Nurseries continues to actively manage health and safety with the help of consultants Sound Safety.

On behalf of the board

G D Richardson
Director
25 March 2026
JOHNSONS NURSERIES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 3 -

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

Principal activities

The principal activity of the company in the year under review was that of a wholesale plant nursery.

Results and dividends

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

The directors have recommended and paid an interim dividend of £209,790 in the year ended 30 September 20 2 5.

Directors

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

J M Richardson
G D Richardson
I P Richardson
D Thompson
L J Richardson
R D Richardson
Auditor

Sumer Auditco Limited were appointed as auditor to the company following BHP LLP becoming part of the Sumer Group on 31 December 2025, which required a change in audit firm to comply with applicable regulatory requirements.

In accordance with section 487(2) of the Companies Act 2006, Sumer Auditco Limited are deemed to be reappointed annually.

Statement of directors' responsibilities

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

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

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

- select suitable accounting policies and then apply them consistently;

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

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

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

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

JOHNSONS NURSERIES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 4 -

The directors are responsible for the maintenance and integrity of the company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

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.

On behalf of the board
G D Richardson
Director
25 March 2026
JOHNSONS NURSERIES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF JOHNSONS NURSERIES LIMITED
- 5 -
Opinion

We have audited the financial statements of Johnsons Nurseries Limited (the 'company') for the year ended 30 September 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the strategic report and the directors' 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.

JOHNSONS NURSERIES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF JOHNSONS NURSERIES LIMITED (CONTINUED)
- 6 -
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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

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

- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the plant propagation sector and related activities;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, employment, environmental, plant related regulations such as plant passports and import rules, and health and safety legislation;

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

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

JOHNSONS NURSERIES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF JOHNSONS NURSERIES LIMITED (CONTINUED)
- 7 -

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance where available;

- enquiring of management as to actual and potential litigation and claims;

- reviewing correspondence with HMRC and the company’s legal advisors where available.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

Use of our report

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

Ann Brown (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Chartered Accountants
Rievaulx House
1 St Mary's Court
Blossom Street
York
North Yorkshire
YO24 1AH
25 March 2026
JOHNSONS NURSERIES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
17,470,985
17,523,154
Cost of sales
(14,721,377)
(14,273,905)
Gross profit
2,749,608
3,249,249
Administrative expenses
(2,674,478)
(2,599,239)
Other operating income
63,129
62,897
Operating profit
4
138,259
712,907
Interest receivable and similar income
8
59,160
125,908
Interest payable and similar expenses
9
(21,336)
(22,959)
Profit before taxation
176,083
815,856
Tax on profit
10
(74,505)
(216,500)
Profit for the financial year
101,578
599,356

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

JOHNSONS NURSERIES LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
1,067,940
1,063,589
Current assets
Stocks
13
4,531,336
4,557,422
Debtors
14
2,284,546
1,957,448
Cash at bank and in hand
623,686
953,841
7,439,568
7,468,711
Creditors: amounts falling due within one year
15
(4,422,106)
(4,374,593)
Net current assets
3,017,462
3,094,118
Total assets less current liabilities
4,085,402
4,157,707
Creditors: amounts falling due after more than one year
16
(291,083)
(250,000)
Provisions for liabilities
Deferred tax liability
19
224,428
229,604
(224,428)
(229,604)
Net assets
3,569,891
3,678,103
Capital and reserves
Called up share capital
21
2,998
2,998
Profit and loss reserves
3,566,893
3,675,105
Total equity
3,569,891
3,678,103
The financial statements were approved by the board of directors and authorised for issue on 25 March 2026 and are signed on its behalf by:
G D Richardson
Director
Company registration number 00616324 (England and Wales)
JOHNSONS NURSERIES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 October 2023
2,998
3,780,044
3,783,042
Year ended 30 September 2024:
Profit and total comprehensive income
-
599,356
599,356
Dividends
11
-
(704,295)
(704,295)
Balance at 30 September 2024
2,998
3,675,105
3,678,103
Year ended 30 September 2025:
Profit and total comprehensive income
-
101,578
101,578
Dividends
11
-
(209,790)
(209,790)
Balance at 30 September 2025
2,998
3,566,893
3,569,891
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 11 -
1
Accounting policies
Company information

Johnsons Nurseries Limited is a private company limited by shares incorporated in England and Wales. The registered office is Head Office Gilsthwaite Lane, Kirk Hammerton, York, North Yorkshire, United Kingdom, YO26 8AQ.

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.

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 conventio n. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Johnsons Nurseries (Holdings) Limited. These consolidated financial statements are available from its registered office, as noted in the Company Information above.

1.2
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company, based on financial budgets/forecasts and cashflow projections, has adequate resources to continue in operational existence for the foreseeable future and deal with any financial losses that may arise. Thus, the directors continue to adopt the going concern basis of accounting in preparing the financial statements true.

1.3
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.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

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.

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 12 -
1.4
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:

Land and buildings Leasehold
10% on reducing balance and 2% on reducing balance
Plant and machinery
10% to 20% on cost
Fixtures, fittings & equipment
10% to 33% on cost
Motor vehicles
20% on cost

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.

Land included within land and buildings is included at historical cost and is not depreciated over time.

1.5
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.

1.6
Stocks

Finished goods and raw material stock are valued at a moving average of accumulated cost divided by accumulated quantity.

Work in progress is valued at moving average cost multiplied by standard production quantities.

All costs of inventory are retained in the balance sheet until sold subject to net realisable value adjustments.

Obsolete and slow moving stock is provided for during the year, Damaged stock is written off as identified.

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 13 -
1.7
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.8
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 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.

Other financial assets

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

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.

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 14 -
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, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future 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.

Other financial liabilities

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

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

Derecognition of financial liabilities

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

1.9
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.

1.10
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.

1.11
Taxation

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

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 15 -
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.

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

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

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

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

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.15
Government grants

Government grants are recognised at the fair value of the asset receive d or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.16
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.

Stock has been written down in respect to those items for which the net realisable value has been estimated by the directors to be lower than the costs because of volume held, quality of the product or because the plant was wasted in the month following the year end.

3
Turnover and other revenue

An analysis of the company's turnover is as follows:

2025
2024
£
£
Turnover analysed by class of business
Plant Sales
17,470,985
17,523,154
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
17,470,985
17,523,154
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3
Turnover and other revenue
(Continued)
- 17 -
2025
2024
£
£
Other revenue
Interest income
59,160
125,908
Grants received
26,894
26,436
Sundry income
34,235
34,221
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
47,997
(19,335)
Government grants
(26,894)
(26,436)
Depreciation of tangible fixed assets
278,914
285,638
Depreciation of tangible fixed assets held under finance leases
18,434
18,925
(Profit)/loss on disposal of tangible fixed assets
(38,331)
2,643
Operating lease charges
179,930
187,999
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
18,000
17,150
For other services
All other non-audit services
26,934
27,707
6
Employees

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

2025
2024
Number
Number
Direct
70
74
Management
11
12
Administration
33
36
Total
114
122
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
6
Employees
(Continued)
- 18 -

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
3,383,723
3,362,952
Social security costs
366,040
310,192
Pension costs
292,978
305,685
4,042,741
3,978,829
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
145,989
150,991
Company pension contributions to defined contribution schemes
15,206
16,001
161,195
166,992

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 4).

8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
32,939
95,089
Other interest income
26,221
30,819
Total income
59,160
125,908
9
Interest payable and similar expenses
2025
2024
£
£
Preference share interest
20,891
22,801
Other interest
445
158
21,336
22,959
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 19 -
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
79,681
237,026
Deferred tax
Origination and reversal of timing differences
(5,176)
(20,526)
Total tax charge
74,505
216,500

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

2025
2024
£
£
Profit before taxation
176,083
815,856
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
44,021
203,964
Tax effect of expenses that are not deductible in determining taxable profit
28,552
11,560
Permanent capital allowances in excess of depreciation
1,932
976
Taxation charge for the year
74,505
216,500
11
Dividends
2025
2024
£
£
Interim paid
209,790
704,295
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 20 -
12
Tangible fixed assets
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost or valuation
At 1 October 2024
136,452
2,367,163
628,806
1,610,949
4,743,370
Additions
22,991
89,257
22,600
177,790
312,638
Disposals
-
0
-
0
(60,232)
(204,053)
(264,285)
At 30 September 2025
159,443
2,456,420
591,174
1,584,686
4,791,723
Depreciation and impairment
At 1 October 2024
130,157
1,809,812
502,010
1,237,802
3,679,781
Depreciation charged in the year
1,780
106,670
31,928
156,970
297,348
Eliminated in respect of disposals
-
0
-
0
(49,708)
(203,638)
(253,346)
At 30 September 2025
131,937
1,916,482
484,230
1,191,134
3,723,783
Carrying amount
At 30 September 2025
27,506
539,938
106,944
393,552
1,067,940
At 30 September 2024
6,295
557,351
126,796
373,147
1,063,589

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

2025
2024
£
£
Motor vehicles
100,746
30,717
13
Stocks
2025
2024
£
£
Raw materials and consumables
148,969
177,585
Finished goods and goods for resale
4,382,367
4,379,837
4,531,336
4,557,422
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 21 -
14
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,737,102
1,330,078
Corporation tax recoverable
79,096
82,586
Other debtors
273,947
293,244
Prepayments and accrued income
194,401
251,540
2,284,546
1,957,448

Included within other debtors are amounts totalling £230,637 (202 4: £241,753) repayable over the next 2 2 years. Of this amount, £219,521 (20 2 4: £229,394) is due after more than one year.

15
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Obligations under finance leases
18
27,719
9,447
Trade creditors
1,527,780
1,430,366
Amounts owed to group undertakings
2,056,714
2,371,404
Corporation tax
-
0
112,026
Other taxation and social security
400,701
137,029
Other creditors
45,518
53,651
Accruals and deferred income
363,674
260,670
4,422,106
4,374,593
16
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Obligations under finance leases
18
41,083
-
0
Other borrowings
17
250,000
250,000
291,083
250,000
JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 22 -
17
Loans and overdrafts
2025
2024
£
£
Preference shares
250,000
250,000
Payable after one year
250,000
250,000

The preference share capital represents 250,000 £1 cumulative preference shares. £150,000 issued in 2006 and £100,000 issued in 2014. They bear a dividend rate variable at 3.00% over the Bank of England base rate. The shares have the right to payment in priority on winding up of the amounts paid on the preference shares plus any dividend arrears. The shares have no voting rights.

18
Finance lease obligations
2025
2024
Amounts due:
£
£
Within one year
27,719
9,447
After more than one year
41,083
-
0
68,802
9,447
2025
2024
Future minimum lease payments due under finance leases:
£
£
Within one year
27,719
9,447
In two to five years
41,083
-
0
68,802
9,447

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 year s. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Net obligations under hire purchase contracts are secured against the assets to which they relate.

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 23 -
19
Deferred taxation

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
233,369
239,212
Short term timing differences
(8,941)
(9,608)
224,428
229,604
2025
Movements in the year:
£
Liability at 1 October 2024
229,604
Credit to profit or loss
(5,176)
Liability at 30 September 2025
224,428

The deferred tax liability set out above, £52,000 is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

20
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
292,978
305,685

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.

Contributions totalling £37,714 (20 24: £43,834) were payable to the fund at the year end.

21
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
1,999
1,999
1,999
1,999
Ordinary A of £1 each
999
999
999
999
2,998
2,998
2,998
2,998

Ordinary Shares are entitled to one vote and dividends at the Directors' discretion. Ordinary A Shares have no voting rights and are entitled to dividends at the Directors' discretion.

The shares carry no rights on a return of capital.

JOHNSONS NURSERIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 24 -
22
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:

2025
2024
£
£
Within 1 year
46,572
57,192
Years 2-5
15,805
47,311
62,377
104,503
23
Capital commitments

Amounts contracted for but not provided in the financial statements:

2025
2024
£
£
Acquisition of tangible fixed assets
-
12,427
24
Related party transactions
Transactions with related parties

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

During the period Richardson Brothers (Whixley) LLP, in which G D Richardson and I P Richardson are partners, charged £2,500 (20 2 4: £2,500) for rent of land.

The company made loan s to Director s. Interest of £7,022 (202 4: £5,557) has been charged on the loan in the period. At the year end £230,637 (202 4: £241,753) is outstanding and shown within other debtors.

The company received loans from the Directors. The loans are unsecured, repayable on demand and non-interest bearing. At the year end £6,853 (202 4: £8,880) is outstanding and shown within other creditors.

Other information

As permitted by FRS 102, these financial statements do not disclose transactions with the parent undertaking and fellow subsidiaries where 100% of the voting rights are held within the group.

25
Ultimate controlling party

In the opinion of the directors, the company's ultimate controlling parties are the Trustees of various Richardson Family Settlements.

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