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REGISTERED NUMBER: 01260468 (England and Wales)


























GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 AUGUST 2025

FOR

HILLIER NURSERIES LIMITED

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 7

Consolidated Income Statement 11

Consolidated Other Comprehensive Income 12

Consolidated Balance Sheet 13

Company Balance Sheet 14

Consolidated Statement of Changes in Equity 15

Company Statement of Changes in Equity 16

Consolidated Cash Flow Statement 17

Notes to the Consolidated Cash Flow Statement 18

Notes to the Consolidated Financial Statements 19


HILLIER NURSERIES LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 AUGUST 2025







DIRECTORS: Mr R T Hillier OBE
Mr D N Holligon
Mr M J Hillier
Mr G A M Hillier
Mr A Dunnett
Mr R J Amesbury-Page
Mr C R Milton



REGISTERED OFFICE: Ampfield House
Ampfield
Romsey
Hampshire
SO51 9PA



REGISTERED NUMBER: 01260468 (England and Wales)



SENIOR STATUTORY AUDITOR: Ross Garfitt



INDEPENDENT AUDITORS: Shaw Gibbs (Audit) Limited
Statutory Auditor
Fleming Court
Leigh Road
Eastleigh
Southampton
Hampshire
SO50 9PD

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2025


The directors present their strategic report of the Company and the Group for the year ended 31 August 2025.

REVIEW OF BUSINESS
We have set out below our review of the development and performance of the business for the year ended 31st August 2025.

We operate our business through three major trading divisions which are supported by a central support services operation. The three trading divisions are as follows:

Garden Centres - Retailing of garden plants and horticultural products through 23 retail outlets (2024: 23).
Wholesale Nursery - Supplying shrubs and herbaceous perennials internally to Hillier Garden Centres.
Amenity Trees - Supplying trees and shrubs to the Landscape/Construction, Property Developers, Private Individuals and Local Authority sectors.

We consider that our key performance indicators are those that communicate the financial performance and strength of the company, these being turnover, profit after taxation and return on capital employed.

Total company revenues increased year-on-year with overall group turnover for the year at £75.8m, 4.23% up on 2024 in particular due to the unseasonably hot spring helping garden centre sales, this was unfortunately then partly offset due to the continued hot spell through the summer, including hosepipe bans.

Amenity Trees division performance was also impacted in the year by the wet winter. Whilst the demand for Hillier trees remains strong, customer projects have been inevitably delayed by the poor conditions, and field lifting of trees at our nurseries were hampered. However, the Board are confident that with the range and quality of our trees combined with the importance of biosecurity issues continuing to drive demand for our British grown trees, future revenues will continue to grow.

Conversion of Flexcombe Farm, Liss, to a tree nursery continued in the year, with significant planting of trees as part of the phased transition programme and the building of a new reservoir and irrigation systems being completed during the coming year to August 26.

Wholesale Nursery division continued to supply solely to our own Garden Centres, ensuring the quality and uniqueness of the range that is available to our garden centre customers. Trade was impacted by the early hot spring as some ranges were not ready to meet early season demand, resulting in higher than expected wastage, but given the importance of our own range of plans to garden centre performance the company continues to invest in new growing facilities, and in broadening the range produced at the nursery and in the development of exclusive new plants. Research through extensive trials continues into optimising growing performance and yields in peat-free composts.

Through the year, although the inflationary pressures on input costs eased somewhat from those seen in recent years, those and labour cost increases have continued to put pressures on margins, and the Board has endeavoured to mitigate and offset these through cost reduction initiatives. Looking forward, the Board is concerned about the impact of the significant increases in National Insurance contributions in 2025 and has been reviewing ongoing cost reductions and also pushing back on its future investment plans.

Overall as a group we ended the year 4.23% up on sales at £75,848,606 (2024: £72,769,843) which reflected the above.

There was an overall profit after taxation of £4,202,554 (2024: £1,791,151)

With strong competition and the continued challenges of increased operating costs, through recent higher than average levels of inflation and the impact of increasing employment costs, the business has responded to keep pace with these demanding market conditions. The company has eliminated the use of peat in its growing operations therefore reducing the impact on the environment and being ready for upcoming UK legislation. The use of equivalent peat-free alternatives does impact growing performance and nursery efficiencies, which further increases costs however the company believe that this is an appropriate investment in sustainable growing operations and techniques and key individuals play a part in leading the transition to peat free across the wider nursery trade through supporting the RHS Peat Free Fellowship.

We continue to review potential future investment opportunities, and to focus on improvements in the customer offering and efficiency of operations. The Board feels that we have a strong foundation with which to take the business forward and achieve the company's growth ambitions.

Retained profits as at 31st August 2025 amounted to £48,445,332 (2024: £44,150,778). These retained profits include the defined benefit pension asset as shown in note 26.




HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 AUGUST 2025

PRINCIPAL RISKS AND UNCERTAINTIES
The group has continued to benefit from the UK market where gardening and horticulture are an important leisure activity. As such, this is also one of the key risks facing the company which can be impacted by factors such as the weather and the economy. The Company is also aware of the risk of pests and disease in its growing stocks.

The Board believe that focusing on our reputation for the quality and variety of our products and our investment in continually innovating our range will help offset the economic risks. Investing in our garden centre restaurants helps mitigate the impact of the weather on sales of plants. The risks of disease are being monitored and, as such, we are working with DEFRA to counter such risks. With this focus the Board believes it can maintain and grow its market share going forward.

SECTION 172(1) STATEMENT
The group is required to report how the directors have carried out their duties under Section 172 of the Companies Act 2006. The directors must act in the way it considers, in good faith, would be the most likely to promote the success of the group for the benefit of the members as a whole, and in doing so have regard (amongst other matters) to:

a) The likely consequences of any decision in the long term
b) The interests of the group's employees
c) The need to foster the group's business relationships with suppliers, customers and others
d) The impact of the group's operation on the community and the environment
e) The desirability of the group maintaining a reputation for high standards of business conduct and
f) The need to act fairly as between shareholders of the group

The Board makes full consideration of the long-term impact of key decisions and makes full assessment to ensure they will contribute to the longer-term growth and success of the business. During the year key decisions were focussed on the continued refurbishment of centres, ensuring the sustainability of operations, and planning for future investments.

The Board actively ensure that the views and interests of employees are captured in our decision making. This has been done through formal periodic interactions with employees, and also through less formal activity, such as regular visits by Board members to operational locations.

Our customers are central to everything that we do; Garden Centres continue to grow and improve the benefits to its retail customers through the ongoing development of the Gardening Club, whilst a trade card membership is available for Cash & Carry customers. Amenity division has continued to develop relationships with landscapers, contractors and public authorities for the long term, with focus on growing the sales team to enable full support of those relationships. The group has a long heritage, and through the year has continued to foster and develop relationships with key suppliers, whilst ensuring value for money and quality of product and service levels.

The Board takes very seriously its responsibilities towards the environment and local communities. The group has achieved both ISO14001 and "The Planet Mark" accreditations through focus on reducing carbon footprint, landfill wastage and water usage. Additionally, the group has no longer uses peat-based composts at its nurseries, and to extend the range of peat free products available at its garden centres. The group's chosen charities have been "Abby's Heroes"- which supports children diagnosed with cancer and their families when cared for at Southampton General Hospital, and "The King's Foundation"- which works globally to create sustainable communities through placemaking projects and transform lives through practical education programmes. We have conducted fundraising activities during the year and strived to raise awareness of the wonderful work performed by both charities.

The Board is focussed on ensuring a high level of business standards. Ensuring adherence to laws and regulations and ethical standards are forefront to any decisions made.

The group's ownership is split equally between two Hillier family trusts. The Board have periodic formal meetings with all of the trustees to give updates on historic business performance, future targets and plans, and to review and agree future investments. Family representatives of both trusts sit on the Board of the group.

ON BEHALF OF THE BOARD:





Mr R J Amesbury-Page - Director


22 May 2026

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 AUGUST 2025



DIVIDENDS
The total distribution of dividends for the year ended 31 August 2025 will be £ 80,000 .

RESEARCH AND DEVELOPMENT
Research and development in the nursery business is concentrated primarily on the development of new varieties of plants and the improvement of propagation and growing techniques.

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

Mr R T Hillier OBE
Mr D N Holligon
Mr M J Hillier
Mr G A M Hillier
Mr A Dunnett

Other changes in directors holding office are as follows:

Mr C Francis - resigned 16 May 2025

Mr R J Amesbury-Page and Mr C R Milton were appointed as directors after 31 August 2025 but prior to the date of this report.

Mr G J Marsh ceased to be a director after 31 August 2025 but prior to the date of this report.


HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 AUGUST 2025

EMPLOYMENT OF DISABLED PERSONS
It is the policy of the company, whenever practicable, to employ disabled persons and to continue to employ those persons who become disabled during the period of their employment with the company. Disabled persons are employed under the terms and conditions as laid down by the Equality Act 2010, in common with able-bodied persons employed by the company.

EMPLOYEE INVOLVEMENT
The company is committed to the personal development and career progression of all members of staff, and has further invested in the year in its Learning and Development facilities and team.

Information is distributed to employees on a regular basis by a core brief and by frequent departmental meetings, at which employees are encouraged to express their ideas and thereby contribute to the decision-making processes of the company.

STREAMLINED ENERGY AND CARBON REPORTING

Overview of Energy Use and CO2 Emissions During The Year

2024-2025 Prior Year






kWH
CO2
(equivalent)
Emissions -
Tonnes






kWH
CO2
(equivalent)
Emissions -
Tonnes

Energy Use Electricity 4,664,732 966 4,712,365 976

Gas Mains 1,848,091 374 1,925,620 390
Bottled 1,095,577 252 1,240,790 286
Total 2,943,668 626 3,166,410 676


Heating
oil


651,625

186


805,952

230

Transport 763,641 177 734,706 170
Tractors 255,110 68 209,260 56

Total 9,278,776 2,023 9,628,693 2,108



Intensity
Ratio






0.044
Tonnes of
CO2 per m2
internal floor
space






0.046
Tonnes of
CO2 per m2
internal floor
space

Methodology Used
Data have been collated centrally from utilities and fuel bills received for the year, and for transportation from fuel card bills and employee expense submissions where private vehicles have been used. These have been converted to kWH and CO2 tonnes equivalent using government published conversion factors.

Energy Efficiency Actions
We were again awarded the sustainability certification by PlanetMark, reducing our CO2 emissions per £m turnover by 7.7% comparing to the previous financial year.

We continued to prioritise energy efficiency when investing in new or replacement equipment and lighting and to encourage through incentives take up of electric cars by staff entitled to company vehicles.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS
The success of the business has continued to be driven by fostering enduring relationships with its customers, suppliers and others. The board of directors, both individually and collectively, are acutely aware that these relationships are fundamental to the ongoing success of the company and accordingly the impact of any decisions on these stakeholders are always considered as part of any decision making process.


HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 AUGUST 2025

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group 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 accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- 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 and the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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

AUDITORS
The auditors, Shaw Gibbs (Audit) Limited, will be proposed for re-appointment.

ON BEHALF OF THE BOARD:





Mr R J Amesbury-Page - Director


22 May 2026

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HILLIER NURSERIES LIMITED


Opinion
We have audited the financial statements of Hillier Nurseries Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 August 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the Group's and of the Parent Company affairs as at 31 August 2025 and of the Group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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 group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

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

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

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

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HILLIER NURSERIES LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

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

In preparing the financial statements, the directors are responsible for assessing the group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HILLIER NURSERIES LIMITED


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

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

As part of our audit planning procedures we identify the significant laws and regulations applicable to the company based upon our knowledge of the company, the industry in which it operates and from making enquiries with management. We consider those laws and regulations where non-compliance may have a material effect on the financial statements and those which have a direct impact on the financial statements. We identified that the most significant laws and regulations applicable during the year were compliance with Health and Safety regulations and the reporting requirements of the Companies Act 2006 and Financial Reporting Standard 102.

Audit procedures performed by the engagement team in relation to laws and regulations include making enquiries of management as to any known or suspected instances of non-compliance, maintaining awareness throughout the course of the audit as to any indications of instances of non-compliance, discussing with the client regarding all sites that have been assessed in the year for Health and Safety and undertaking a review of the disclosures in the financial statements to supporting information and to disclosure checklists.

We also consider areas that are at a higher risk of causing material misstatement in the financial statements due to irregularities, including those resulting from fraud and how such fraud may occur. We discuss with senior management the key controls in place to mitigate the risk of fraud and enquire as to whether they are aware of, or suspect, any fraudulent activities having taken place.

As group auditors we are required to communicate with component auditors to request identification of any instances of non-compliance with laws and regulations that could give rise to a material misstatement of the group financial statements. The engagement partner considers that the engagement team collectively has the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations.

Throughout the audit, we maintain an appropriate level of professional scepticism when provided with information and explanations. We consider the appropriateness of significant accounting journals that were processed during the year, assess the reasonableness of any significant accounting estimates and consider whether there were any indications of bias by management during the year that represents a risk of material misstatement due to fraud. We also carry out analytical procedures to identify any unusual or unexpected variances to expectations as these may be an indication of management over-ride or management bias.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of 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.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
HILLIER NURSERIES LIMITED


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




Ross Garfitt (Senior Statutory Auditor)
for and on behalf of Shaw Gibbs (Audit) Limited
Statutory Auditor
Fleming Court
Leigh Road
Eastleigh
Southampton
Hampshire
SO50 9PD

28 May 2026

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2025

2025 2024
Notes £    £    £    £   

TURNOVER 4 75,848,606 72,769,843

Cost of sales 35,739,378 35,958,845
GROSS PROFIT 40,109,228 36,810,998

Distribution costs 1,687,338 1,594,361
Administrative expenses 33,953,457 33,545,491
35,640,795 35,139,852
4,468,433 1,671,146

Other operating income 5 2,341,284 2,247,907
OPERATING PROFIT 7 6,809,717 3,919,053

Profit/loss on sale of tangible fixed assets 8 18 6,141
6,809,699 3,912,912

Interest receivable and similar income 56,164 38,740
Other finance income 26 76,000 51,000
132,164 89,740
6,941,863 4,002,652

Interest payable and similar expenses 9 1,206,642 1,391,701
PROFIT BEFORE TAXATION 5,735,221 2,610,951

Tax on profit 10 1,532,667 819,800
PROFIT FOR THE FINANCIAL YEAR 4,202,554 1,791,151
Profit attributable to:
Owners of the parent 4,202,554 1,791,151

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

CONSOLIDATED OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2025

2025 2024
Notes £    £   

PROFIT FOR THE YEAR 4,202,554 1,791,151


OTHER COMPREHENSIVE INCOME
Remeasurement gain on pension scheme 281,000 435,000
Income tax relating to other comprehensive
income

(109,000

)

(134,000

)
OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

172,000

301,000
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

4,374,554

2,092,151

Total comprehensive income attributable to:
Owners of the parent 4,374,554 2,092,151

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

CONSOLIDATED BALANCE SHEET
31 AUGUST 2025

2025 2024
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 13 116,472 139,623
Tangible assets 14 62,228,248 63,155,274
Investments 15 2 2
62,344,722 63,294,899

CURRENT ASSETS
Stocks 16 12,877,670 12,033,604
Debtors 17 2,074,306 2,471,259
Cash at bank and in hand 5,757,400 1,565,663
20,709,376 16,070,526
CREDITORS
Amounts falling due within one year 18 16,838,848 15,752,696
NET CURRENT ASSETS 3,870,528 317,830
TOTAL ASSETS LESS CURRENT
LIABILITIES

66,215,250

63,612,729

CREDITORS
Amounts falling due after more than one
year

19

(15,228,688

)

(16,711,564

)

PROVISIONS FOR LIABILITIES 23 (3,956,230 ) (3,898,387 )

PENSION ASSET 26 1,417,000 1,150,000
NET ASSETS 48,447,332 44,152,778

CAPITAL AND RESERVES
Called up share capital 24 2,000 2,000
Retained earnings 25 48,445,332 44,150,778
SHAREHOLDERS' FUNDS 30 48,447,332 44,152,778

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2026 and were signed on its behalf by:





Mr G A M Hillier - Director


HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

COMPANY BALANCE SHEET
31 AUGUST 2025

2025 2024
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 13 116,472 139,623
Tangible assets 14 62,228,248 63,155,274
Investments 15 8,729,228 8,729,228
71,073,948 72,024,125

CURRENT ASSETS
Stocks 16 12,877,670 12,033,604
Debtors 17 2,074,306 2,471,259
Cash at bank and in hand 5,757,400 1,565,663
20,709,376 16,070,526
CREDITORS
Amounts falling due within one year 18 25,689,977 24,603,825
NET CURRENT LIABILITIES (4,980,601 ) (8,533,299 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

66,093,347

63,490,826

CREDITORS
Amounts falling due after more than one
year

19

(15,228,688

)

(16,711,564

)

PROVISIONS FOR LIABILITIES 23 (3,956,230 ) (3,898,387 )

PENSION ASSET 26 1,417,000 1,150,000
NET ASSETS 48,325,429 44,030,875

CAPITAL AND RESERVES
Called up share capital 24 2,000 2,000
Retained earnings 25 48,323,429 44,028,875
SHAREHOLDERS' FUNDS 30 48,325,429 44,030,875

Company's profit for the financial year 4,202,554 1,791,151

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2026 and were signed on its behalf by:





Mr G A M Hillier - Director


HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2025

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 September 2023 2,000 42,133,627 42,135,627

Changes in equity
Dividends - (75,000 ) (75,000 )
Total comprehensive income - 2,092,151 2,092,151
Balance at 31 August 2024 2,000 44,150,778 44,152,778

Changes in equity
Dividends - (80,000 ) (80,000 )
Total comprehensive income - 4,374,554 4,374,554
Balance at 31 August 2025 2,000 48,445,332 48,447,332

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2025

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 September 2023 2,000 42,011,724 42,013,724

Changes in equity
Dividends - (75,000 ) (75,000 )
Total comprehensive income - 2,092,151 2,092,151
Balance at 31 August 2024 2,000 44,028,875 44,030,875

Changes in equity
Dividends - (80,000 ) (80,000 )
Total comprehensive income - 4,374,554 4,374,554
Balance at 31 August 2025 2,000 48,323,429 48,325,429

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2025

2025 2024
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 10,054,503 7,560,886
Interest paid (1,149,225 ) (1,399,246 )
Tax paid (1,152,095 ) (264,275 )
Net cash from operating activities 7,753,183 5,897,365

Cash flows from investing activities
Purchase of tangible fixed assets (2,090,717 ) (2,925,775 )
Sale of tangible fixed assets - 15,700
Interest received 56,164 38,740
Net cash from investing activities (2,034,553 ) (2,871,335 )

Cash flows from financing activities
Loan repayments in year (1,459,413 ) (3,692,110 )
Amount introduced by directors 12,520 -
Amount withdrawn by directors - (3,522 )
Equity dividends paid (80,000 ) (75,000 )
Net cash from financing activities (1,526,893 ) (3,770,632 )

Increase/(decrease) in cash and cash equivalents 4,191,737 (744,602 )
Cash and cash equivalents at beginning
of year

2

1,565,663

2,310,265

Cash and cash equivalents at end of year 2 5,757,400 1,565,663

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2025


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025 2024
£    £   
Profit before taxation 5,735,221 2,610,951
Depreciation charges 3,017,725 3,000,236
Loss on disposal of fixed assets 18 6,141
Amortisation charges 23,151 23,545
Defined benefit pension scheme - (139,000 )
Dilapidations provision 200,000 -
Finance costs 1,206,642 1,391,701
Finance income (132,164 ) (89,740 )
10,050,593 6,803,834
(Increase)/decrease in stocks (844,066 ) 1,971,817
Decrease/(increase) in trade and other debtors 396,953 (67,204 )
Increase/(decrease) in trade and other creditors 451,023 (1,147,561 )
Cash generated from operations 10,054,503 7,560,886

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 August 2025
31.8.25 1.9.24
£    £   
Cash and cash equivalents 5,757,400 1,565,663
Year ended 31 August 2024
31.8.24 1.9.23
£    £   
Cash and cash equivalents 1,565,663 2,310,265


3. ANALYSIS OF CHANGES IN NET DEBT

At 1.9.24 Cash flow At 31.8.25
£    £    £   
Net cash
Cash at bank and in hand 1,565,663 4,191,737 5,757,400
1,565,663 4,191,737 5,757,400
Debt
Debts falling due within 1 year (1,917,090 ) (23,463 ) (1,940,553 )
Debts falling due after 1 year (16,711,564 ) 1,482,876 (15,228,688 )
(18,628,654 ) 1,459,413 (17,169,241 )
Total (17,062,991 ) 5,651,150 (11,411,841 )

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2025


1. STATUTORY INFORMATION

Hillier Nurseries Limited is a private company, limited by shares, registered in England and Wales. The Company's registered number and registered office address (which is also its principal place of business) can be found on the Company Information page (page 1).

The Company's principal activity was that of nurserymen and retailers of garden products.

2. STATEMENT OF COMPLIANCE

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

3. ACCOUNTING POLICIES

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

The historical convention has been modified by the use of fair values for certain financial instruments in accordance with the accounting policies set out below.

The financial statements are presented in the Pound Sterling (£) which is the functional currency of the company, rounded to the nearest pound.

Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 August 2025.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired of during the previous year are included in the Income Statement from the effective date of acquisition. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The acquisition method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


3. ACCOUNTING POLICIES - continued

Significant judgements and estimates
In the application of the group's accounting policies, management are required to make judgements, estimates and assumptions about the carrying value of assets and liabilities that are not readily apparent from other sources. The estimates and the underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The stock value at the balance sheet date of £12,877,670 is stated after allowing for provisions for slow moving and obsolete stock.

The group operates a formal policy for identifying slow moving and obsolete stock which is applied consistently across all categories of inventory. The policy considers the length of time stock has been held, historical sales patterns and current expected selling prices. Based on this analysis, reductions are applied to the carrying value of individual stock lines where recovery of cost is considered uncertain. Management judgement is applied in determining the level of provision, particularly where stock is seasonal in nature or where future demand is expected to recover.

In addition, stock is reviewed on an ongoing basis to assess whether net realisable value has fallen below cost. Where the estimated selling price, after allowing for costs to sell, is lower than cost, the carrying value of stock is reduced accordingly.

The valuation of biological growing stock requires judgement due to the absence of an active market and the bespoke nature, age profile and condition of individual plants and trees. Growing stock is valued at cost, determined by the directors by reference to the average age and growth stage of actual quantities of stock held at the year end, together with the associated actual costs incurred over the corresponding period.

Provision is made for foreseeable losses where appropriate, reflecting expected stock losses, age, condition and environmental factors, including the risk of mortality or damage. No element of profit is included in the valuation of growing stock.

The group have made these policies based on the detailed knowledge and understanding that they have of the industry and the business.

Turnover
Turnover is recognised at the fair value of the consideration received or receivable. The fair value of the consideration received or receivable takes into account the value of any discounts given by the entity and is stated net of VAT.

Turnover from sales through garden centre and nursery activities are recognised when the significant risks and rewards of ownership of the goods have passed to the customer, the amount of revenue can be measured reliably, it is probable that 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.

Turnover in respect of rental income is recognised according to agreed terms applicable to the reporting period.

Goodwill
Positive purchased goodwill is capitalised, classified as an asset on the balance sheet and amortised on a straight line basis over its useful economic life of 10 years. It is reviewed for impairment at the end of its first full financial year following acquisition and in other periods if events or changes in circumstances indicate that the carrying value may not be recoverable.

Amortisation
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows:

Goodwill - 10% per annum straight line

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


3. ACCOUNTING POLICIES - continued

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Negative goodwill has been fully amortised in the year ended 31st August 2023.

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

Freehold property - 2% on cost
Leasehold property - 2% on cost / straight line over lease term
Plant and machinery - 5% - 15% on reducing balance / 5% - 25% straight line
Fixtures and fittings - 10 - 30% on reducing balance / 10% - 33.33% straight line
Motor vehicles - 25% on reducing balance

All fixed assets are recorded at cost less depreciation and any impairment.

6 properties are leased by the group from the Hillier Family Pension Scheme, the Robert Hillier Settlement Trust and the John Hillier Settlement Trust. The directors have applied a 50 year straight line depreciation policy to these properties because they are confident that the leases will be renewed on an ongoing basis.

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

Stocks
Stock is stated at the lower of cost and net realisable value.

Garden centre resale stock comprises plants, gardening products and sundries purchased for resale and is valued at cost on an average cost basis. Net realisable value represents the estimated selling price in the ordinary course of business, less costs to complete and sell.

Biological growing stock represents trees and plants grown by the company for subsequent sale and is included within inventories in the balance sheet. Such stock is measured at cost less accumulated impairment. Cost is determined with reference to the average age and stage of growth of the stock held at the year end and includes directly attributable costs together with an appropriate proportion of production overheads incurred in bringing the stock to its present location and condition.

The directors consider that fair value cannot be measured reliably due to the absence of an active market, the bespoke nature of individual plants, and the wide variation in size, maturity and condition of stock held. Accordingly, the cost model has been adopted as permitted under FRS 102.

Biological growing stock is reviewed for impairment at each reporting date. Impairment is recognised where there is evidence of damage, disease, obsolescence, or a reduction in expected selling prices below cost.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


3. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The group operates staff defined contribution pension schemes which require contributions to be made to separately administered funds. Contributions to the schemes are charged to the profit and loss account as they become payable in accordance with the rules of the schemes.

The company operates a defined benefit pension scheme for employees. The assets of the scheme are held separately from those of the company. The scheme is closed to new entrants.

Pension scheme liabilities are measured on an actuarial basis using a projected unit method and are discounted to their present value using a 5.90% rate.

Pension scheme assets are valued at fair value at the balance sheet date.

The pension scheme deficit is recognised in full on the balance sheet.

The deferred tax relating to a defined benefit liability is offset against the defined benefit liability and not included with other deferred tax assets or liabilities.

Details regarding the defined benefit pension scheme can be found in note 26.

Financial instruments
Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Operating lease agreements
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

There are no lease incentives in relation to any operating leases in operation during the year.

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


3. ACCOUNTING POLICIES - continued

Debtors and creditors receivable / payable within one year
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

Loans and borrowings
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost.

Provisions
Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated.

4. TURNOVER

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

An analysis of turnover by class of business is given below:

2025 2024
£    £   
Sale of goods 75,848,606 72,769,843
75,848,606 72,769,843

5. OTHER OPERATING INCOME
2025 2024
£    £   
Rents received 2,267,602 2,143,767
Wayleaves 51,510 1,394
Sundry receipts 22,172 93,554
Exchange gains - 9,192
2,341,284 2,247,907

6. EMPLOYEES AND DIRECTORS
2025 2024
£    £   
Wages and salaries 19,207,353 19,225,217
Social security costs 1,655,406 1,388,464
Other pension costs 731,084 822,920
21,593,843 21,436,601

The average number of employees during the year was as follows:
2025 2024

Nursery, production and garden centre 984 1,086
Administrative 32 30
1,016 1,116

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2024 - NIL).

Other pension costs are amounts charged to operating profit and do not include amounts credited to finance income, charged to finance costs or amounts recognised in other comprehensive income.

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


6. EMPLOYEES AND DIRECTORS - continued

2025 2024
£    £   
Directors' remuneration 607,893 584,594
Directors' pension contributions to money purchase schemes 237,872 245,969

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

Money purchase schemes 6 6

Information regarding the highest paid director is as follows:
2025 2024
£    £   
Emoluments etc 170,568 137,590
Pension contributions to money purchase schemes 26,215 66,776

7. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2025 2024
£ £
Depreciation - owned assets 3,017,725 3,000,236
Goodwill amortisation 23,151 23,545
Foreign exchange differences 33,568 6,707
Auditors' remuneration for the audit of these accounts 37,922 36,116
Fees to the company's auditor for taxation services 2,485 9,100
Fees to the company's auditor for all other services 47,411 56,599
Operating lease costs - Land & Buildings 1,791,497 1,749,422
Operating lease costs - Plant & Machinery 343,476 362,387

Other services provided include fees in respect of the Company's pension schemes were as follows:-

The Hillier Family Pension Scheme, other assurance services from Langdowns DFK totalled £1,290 (2024 - £1,770).

The Hillier Staff Pension Scheme, auditors remuneration from Rothmans LLP totalled £5,670 (2024 - £5,400).

8. EXCEPTIONAL ITEMS
2025 2024
£    £   
Profit/loss on sale of tangible fixed assets (18 ) (6,141 )

9. INTEREST PAYABLE AND SIMILAR EXPENSES
2025 2024
£    £   
Bank loan interest 1,038,514 1,214,377
Other interest 168,128 177,324
1,206,642 1,391,701

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


10. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2025 2024
£    £   
Current tax:
UK corporation tax 1,693,824 527,095
Over/under provision of UK
corporation tax in prior years - 13,707
Total current tax 1,693,824 540,802

Deferred tax:
Deferred tax (142,157 ) 256,998
Deferred tax on pension scheme (19,000 ) 22,000
Total deferred tax (161,157 ) 278,998

Tax on profit 1,532,667 819,800

UK corporation tax has been charged at 25 % (2024 - 25 %).

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025 2024
£    £   
Profit before tax 5,735,221 2,610,951
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2024 - 25 %)

1,433,805

652,738

Effects of:
Utilisation of tax losses (34,865 ) (169,160 )
Expenses deductible for tax purposes (including goodwill amortisation) 39,012 (25,201 )
Decelerated/(accelerated) capital allowances 255,872 68,718
Over/under provision in prior years - 13,707
Deferred Tax (161,157 ) 278,998
year
Total tax charge 1,532,667 819,800

Tax effects relating to effects of other comprehensive income

2025
Gross Tax Net
£    £    £   
Remeasurement gain on pension scheme 281,000 (109,000 ) 172,000

2024
Gross Tax Net
£    £    £   
Remeasurement gain on pension scheme 435,000 (134,000 ) 301,000

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


10. TAXATION - continued

The effective rate of corporation tax in the year was 25% (2024: 25%). The UK main corporation tax rate changed to 25% from 1st April 2023.

The expected reversal of deferred tax liabilities in the succeeding period is £179,850. This is in relation to the deferred tax liability recognised on accelerated capital allowances and other timing differences.

11. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


12. DIVIDENDS
2025 2024
£    £   
Interim 80,000 75,000

Dividends proposed after the year end, not recognised as a liability in the financial statements, totalled £85,000 (2024: £80,000).

13. INTANGIBLE FIXED ASSETS

Group
Negative
Goodwill goodwill Totals
£    £    £   
COST
At 1 September 2024
and 31 August 2025 588,436 (255,830 ) 332,606
AMORTISATION
At 1 September 2024 448,813 (255,830 ) 192,983
Amortisation for year 23,151 - 23,151
At 31 August 2025 471,964 (255,830 ) 216,134
NET BOOK VALUE
At 31 August 2025 116,472 - 116,472
At 31 August 2024 139,623 - 139,623

Negative goodwill has been amortised in full in the year of acquisition considering the initial losses incurred by the Rosebourne centres in the transition to Hillier branded centres.

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


13. INTANGIBLE FIXED ASSETS - continued

Company
Negative
Goodwill goodwill Totals
£    £    £   
COST
At 1 September 2024
and 31 August 2025 588,436 (64,505 ) 523,931
AMORTISATION
At 1 September 2024 448,813 (64,505 ) 384,308
Amortisation for year 23,151 - 23,151
At 31 August 2025 471,964 (64,505 ) 407,459
NET BOOK VALUE
At 31 August 2025 116,472 - 116,472
At 31 August 2024 139,623 - 139,623

Goodwill is being amortised evenly over the directors' estimate of its useful economic life of 10 years.

14. TANGIBLE FIXED ASSETS

Group
Fixtures
Land and Plant and and Motor
buildings machinery fittings vehicles Totals
£    £    £    £    £   
COST
At 1 September 2024 61,704,814 17,659,088 11,405,126 285,840 91,054,868
Additions 1,124,887 480,955 477,235 7,640 2,090,717
Disposals - (9,612 ) - - (9,612 )
At 31 August 2025 62,829,701 18,130,431 11,882,361 293,480 93,135,973
DEPRECIATION
At 1 September 2024 8,869,131 11,192,406 7,575,331 262,726 27,899,594
Charge for year 1,310,286 953,489 744,571 9,379 3,017,725
Eliminated on disposal - (9,594 ) - - (9,594 )
At 31 August 2025 10,179,417 12,136,301 8,319,902 272,105 30,907,725
NET BOOK VALUE
At 31 August 2025 52,650,284 5,994,130 3,562,459 21,375 62,228,248
At 31 August 2024 52,835,683 6,466,682 3,829,795 23,114 63,155,274

An analysis of the net book value of land and buildings is shown below :

2025 2024
£ £

Freehold land and buildings 46,748,321 46,803,432
Long leasehold land and buildings 315,934 309,629
Short leasehold land and buildings 5,586,029 5,722,622
52,650,284 52,835,683

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


14. TANGIBLE FIXED ASSETS - continued

Company
Fixtures
Land and Plant and and Motor
buildings machinery fittings vehicles Totals
£    £    £    £    £   
COST
At 1 September 2024 61,704,814 17,659,088 11,405,126 285,840 91,054,868
Additions 1,124,887 480,955 477,235 7,640 2,090,717
Disposals - (9,612 ) - - (9,612 )
At 31 August 2025 62,829,701 18,130,431 11,882,361 293,480 93,135,973
DEPRECIATION
At 1 September 2024 8,869,131 11,192,406 7,575,331 262,726 27,899,594
Charge for year 1,310,286 953,489 744,571 9,379 3,017,725
Eliminated on disposal - (9,594 ) - - (9,594 )
At 31 August 2025 10,179,417 12,136,301 8,319,902 272,105 30,907,725
NET BOOK VALUE
At 31 August 2025 52,650,284 5,994,130 3,562,459 21,375 62,228,248
At 31 August 2024 52,835,683 6,466,682 3,829,795 23,114 63,155,274

An analysis of the net book value of land and buildings is shown below :

20252024
££

Freehold land and buildings46,748,32146,803,432
Long leasehold land and buildings315,934309,629
Short leasehold land and buildings5,586,0295,722,622
52,650,28452,835,683

15. FIXED ASSET INVESTMENTS

Group
Shares in
group
undertakings
£   
COST
At 1 September 2024
and 31 August 2025 2
NET BOOK VALUE
At 31 August 2025 2
At 31 August 2024 2

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


15. FIXED ASSET INVESTMENTS - continued

Company
Shares in
group
undertakings
£   
COST
At 1 September 2024
and 31 August 2025 8,729,228
NET BOOK VALUE
At 31 August 2025 8,729,228
At 31 August 2024 8,729,228


The company's investments are held directly.

Subsidiary undertakings
Name Share Class Holding
Hillier SANG Management Limited Ordinary 100%
Rosebourne Limited Ordinary 100%

The registered office of the subsidiaries is Ampfield House, Ampfield, Romsey, Hampshire, England, SO51 9PA.

Rosebourne Limited (Company no 09002169) has been included in the consolidated accounts.

Hillier SANG Management Limited (Company no 12290283) has taken exemption from consolidation as it is not material for the purpose of giving a true and fair view in accordance with the Companies Act 2006 section 405.


Name
Aggregate capital and
reserves


Profit/(Loss

)
2025 2025
£ £

Hillier SANG Management Limited 2 Nil
Rosebourne Limited 8,851,129 Nil

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


16. STOCKS

Group Company
2025 2024 2025 2024
£    £    £    £   
Non-trading stock 331,850 351,044 331,850 351,044
Finished goods and goods for resale 12,545,820 11,682,560 12,545,820 11,682,560
12,877,670 12,033,604 12,877,670 12,033,604

Biological ongrowing stock
(included within finished goods and goods for resale) Growing Plants
£   
Cost
At 1st September 2024 2,532,075
Increase in costs from production 3,063,296
Decrease from sales and plant losses (1,586,087 )
At 31st August 2025 4,009,284
Impairment
At 1st September 2024 253,207
Charge / (credit) for year 22,091
At 31st August 2025 275,298
Carrying amount
At 31st August 2024 2,278,868

At 31st August 2025 3,733,986

17. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2025 2024 2025 2024
£    £    £    £   
Trade debtors 825,161 501,676 825,161 501,676
Amounts owed by group undertakings 100,000 100,000 100,000 100,000
Other debtors 33,474 47,719 33,474 47,719
Prepayments and accrued income 1,115,671 1,821,864 1,115,671 1,821,864
2,074,306 2,471,259 2,074,306 2,471,259

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


18. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2025 2024 2025 2024
£    £    £    £   
Bank loans and overdrafts (see note 20) 947,368 947,368 947,368 947,368
Other loans (see note 20) 993,185 969,722 993,185 969,722
Trade creditors 8,067,668 7,385,946 8,067,668 7,385,946
Amounts owed to group undertakings - - 8,851,129 8,851,129
Corporation tax 1,068,825 527,095 1,068,825 527,095
Other taxation and social security 1,698,916 1,961,549 1,698,916 1,961,549
Other creditors 2,098,463 2,484,035 2,098,463 2,484,035
Directors' loan accounts 106,857 94,337 106,857 94,337
Accruals and deferred income 1,857,566 1,382,644 1,857,566 1,382,644
16,838,848 15,752,696 25,689,977 24,603,825

19. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group Company
2025 2024 2025 2024
£    £    £    £   
Bank loans (see note 20) 10,657,895 11,605,263 10,657,895 11,605,263
Other loans (see note 20) 4,570,793 5,106,301 4,570,793 5,106,301
15,228,688 16,711,564 15,228,688 16,711,564

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


20. LOANS

An analysis of the maturity of loans is given below:

Group Company
2025 2024 2025 2024
£    £    £    £   
Amounts falling due within one year or on demand:
Bank loans 947,368 947,368 947,368 947,368
Other loans 993,185 969,722 993,185 969,722
1,940,553 1,917,090 1,940,553 1,917,090
Amounts falling due between one and two years:
Bank loans 947,368 947,368 947,368 947,368
Other loans 551,046 536,456 551,046 536,456
1,498,414 1,483,824 1,498,414 1,483,824
Amounts falling due between two and five years:
Bank loans 6,276,316 6,750,000 6,276,316 6,750,000
Other loans 1,745,145 1,698,736 1,745,145 1,698,736
8,021,461 8,448,736 8,021,461 8,448,736
Amounts falling due in more than five years:
Repayable by instalments
Bank loans 3,434,211 3,907,895 3,434,211 3,907,895
Other loans 2,274,602 2,871,109 2,274,602 2,871,109
5,708,813 6,779,004 5,708,813 6,779,004

21. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable
operating leases
2025 2024
£    £   
Within one year 1,958,293 1,913,004
Between one and five years 6,550,379 6,545,817
In more than five years 16,699,951 19,657,311
25,208,623 28,116,132

Company
Non-cancellable
operating leases
2025 2024
£    £   
Within one year 1,958,293 1,913,004
Between one and five years 6,550,379 6,545,817
In more than five years 16,699,951 19,657,311
25,208,623 28,116,132

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


22. SECURED DEBTS

The following secured debts are included within creditors:

Group Company
2025 2024 2025 2024
£    £    £    £   
Bank loans 11,605,263 12,552,631 11,605,263 12,552,631
Other Loans 5,107,185 5,628,892 5,107,185 5,628,892
16,712,448 18,181,523 16,712,448 18,181,523

£4,867,185 (2024: £5,348,892) of other loans are secured by mortgages over 8 freehold properties owned by the company. Interest is charged at 2.92% per annum. Repayments are in quarterly instalments.

£240,000 (2024: £280,000) of other loans is secured over 1 freehold property. Interest is charged at 1% above base rate per annum. Repayments are made in annual instalments.

£11,605,263 (2024: £12,552,630) of bank loans are secured by mortgages over 4 freehold properties owned by the company. Interest is charged at fixed rates of 7.3% and 6.44% per annum. Repayments are in quarterly instalments.

23. PROVISIONS FOR LIABILITIES

Group Company
2025 2024 2025 2024
£    £    £    £   
Deferred tax
Other timing differences 1,721,275 1,721,275 1,721,275 1,721,275
Accelerated capital allowances 2,034,955 2,177,112 2,034,955 2,177,112
3,756,230 3,898,387 3,756,230 3,898,387

Other provisions 200,000 - 200,000 -

Aggregate amounts 3,956,230 3,898,387 3,956,230 3,898,387

Group
Deferred Other
tax provisions
£    £   
Balance at 1 September 2024 3,898,387 -
(Credit)/charge to Income Statement during year (142,157 ) 200,000
Balance at 31 August 2025 3,756,230 200,000

Company
Deferred Other
tax provisions
£    £   
Balance at 1 September 2024 3,898,387 -
(Credit)/charge to Income Statement during year (142,157 ) 200,000
Balance at 31 August 2025 3,756,230 200,000

Other provisions are in respect of dilapidations for 2 of the Group's leasehold properties.

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


24. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2025 2024
value: £    £   
2,000 Ordinary £1 2,000 2,000

The Ordinary Shares all rank equally. Each share is entitled to one vote per share and is entitled pari passu to dividend payments or any other distributions.

25. RESERVES

Group
Retained
earnings
£   

At 1 September 2024 44,150,778
Profit for the year 4,202,554
Dividends (80,000 )
Deferred tax to Statement of
Changes in Equity

(109,000

)

Remeasurement gain / (loss) on
on defined benefit
pension plan 281,000
At 31 August 2025 48,445,332

Company
Retained
earnings
£   

At 1 September 2024 44,028,875
Profit for the year 4,202,554
Dividends (80,000 )
Deferred tax to Statement of
Changes in Equity

(109,000

)

Remeasurement gain / (loss) on
on defined benefit
pension plan 281,000
At 31 August 2025 48,323,429


HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


26. EMPLOYEE BENEFIT OBLIGATIONS

Hillier Nurseries Limited (the Company) operates a defined benefit pension arrangement called the Hillier Staff Pension Scheme (the Scheme). The Scheme provides benefits based on final salary and length of service on retirement, leaving service or death.

The Scheme is subject to the Statutory Funding Objective under the Pensions Act 2004. A valuation of the Scheme is carried out at least once every three years to determine whether the Statutory Funding Objective is met. As part of the process the Company must agree with the Trustees of the Scheme the contributions to be paid to meet the Statutory Funding Objective.

The most recent comprehensive actuarial valuation of the Scheme was carried out as at 6 April 2022 and the next valuation of the Scheme is due as at 6 April 2025, which is currently in progress. In the event that the valuation reveals a larger deficit than expected the Company may be required to increase contributions above those set out in the existing Schedule of Contributions. However, the Company is not expected to pay contributions in the year to 31 August 2026.

The Scheme is managed by a board of Trustees appointed in part by the Company and part from elections by members of the Scheme. The Trustees have responsibility for obtaining valuations of the fund, administering benefit payments and investing the Scheme's assets. The Trustees delegate some of these functions to their professional advisers where appropriate.

The Scheme exposes the Company to a number of risks:

- Investment risk. The Scheme holds investments in asset classes, such as equities, which have volatile market values compared to corporate bond-based liabilities. While these assets are expected to provide real returns over the long-term, the short-term volatility can cause additional funding to be required if deficits emerge.

- Interest rate risk. The Scheme's liabilities are assessed using market yields on high quality corporate bonds to discount the liabilities. The value of the assets and liabilities may not move in the same way.

- Inflation risk. A significant proportion of the benefits under the Scheme are linked to inflation. Although the Scheme's assets are expected to provide a good hedge against inflation over the long term, movements over the short-term could lead to deficits emerging.

- Mortality risk. In the event that members live longer than assumed deficits may emerge in the Scheme.

Profile of defined benefit obligation
The weighted average duration of the defined benefit obligation is 13.5 years.
The amounts recognised in the balance sheet are as follows:

Defined benefit
pension plans
2025 2024
£    £   
Present value of funded obligations (12,640,000 ) (14,323,000 )
Fair value of plan assets 14,530,000 15,856,000
1,890,000 1,533,000
Present value of unfunded obligations - -
Surplus 1,890,000 1,533,000
Deferred tax liability (473,000 ) (383,000 )
Net asset 1,417,000 1,150,000

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


26. EMPLOYEE BENEFIT OBLIGATIONS - continued

The amounts recognised in profit or loss are as follows:

Defined benefit
pension plans
2025 2024
£    £   
Current service cost - -
Net interest from net defined benefit
asset/liability

(76,000

)

(51,000

)
Past service cost - -
(76,000 ) (51,000 )

Actual return on plan assets (704,000 ) 1,608,000

Changes in the present value of the defined benefit obligation are as follows:

Defined benefit
pension plans
2025 2024
£    £   
Opening defined benefit obligation 14,323,000 13,869,000
Interest cost 694,000 704,000
Benefits paid (622,000 ) (668,000 )
Remeasurements:
Actuarial gains/(losses) from
changes in demographic
assumptions (256,000 ) -
Actuarial gains/(losses) from
changes in financial
assumptions (1,576,000 ) 344,000
Experience gains/(losses) on
defined benefit obligation 77,000 74,000
12,640,000 14,323,000

Changes in the fair value of scheme assets are as follows:

Defined benefit
pension plans
2025 2024
£    £   
Opening fair value of scheme assets 15,856,000 14,777,000
Contributions by employer - 139,000
Interest income on scheme
assets 770,000 755,000
Benefits paid (622,000 ) (668,000 )
Return on plan assets (excluding interest
income)

(1,474,000

)

853,000
14,530,000 15,856,000

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


26. EMPLOYEE BENEFIT OBLIGATIONS - continued

The amounts recognised in other comprehensive income are as follows:

Defined benefit
pension plans
2025 2024
£    £   
Actuarial gains/(losses) from changes in
demographic assumptions

256,000

-
Actuarial gains/(losses) from changes in
financial assumptions

1,576,000

(344,000

)
Experience gains/(losses) on
defined benefit obligation (77,000 ) (74,000 )
Return on plan assets (excluding interest
income)

(1,474,000

)

853,000
281,000 435,000

The major categories of scheme assets as amounts of total scheme assets are as follows:

Defined benefit
pension plans
2025 2024
£    £   
Equities - 7,304,000
Bonds 2,516,000 1,255,000
Conventional Gilts 4,950,000 3,543,000
Index Linked Gilts 6,990,000 3,714,000
Cash 74,000 40,000
14,530,000 15,856,000

The assets do not include any investment in shares of the Company.

Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):

2025 2024
Discount rate 5.90% 4.95%

For the year ended 31st August 2025:-

Inflation assumption (RPI) 3.25% p.a. (2024: 3.40% p.a.)
Inflation (CPI) 2.25% p.a. until 2030 then 3.25% p.a. (2024: 2.40% p.a.
until 2030 then 3.40% p.a.)

The post-retirement mortality assumption table S3PA CMI 2023 has been used with an allowance for improvements in line with the Actuarial Profession's 2023 CMI projection, with a long-term improvement of 1.25%. Core values are used for other parameters.

Members are assumed to take 20% of their pension as tax free cash.

2025 2024

Life expectancy at age 65 of male aged 45 22.8 23.4
Life expectancy at age 65 of male aged 65 21.4 22.1
Life expectancy at age 65 of female aged 45 25.4 25.9
Life expectancy at age 65 of female aged 65 24.0 24.5

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


26. - continued

Sensitivity of the value placed on the liabilities is as follows:


Adjustments to assumptions
Approximate effect on liabilities as
at 31 August 2025
£
Discount rate
Minus 0.10% p.a. + 135,000
Inflation
Plus 0.10% p.a. +73,000
Mortality
Increase the assumed long-term rate of mortality improvement to
1.5% p.a.

+ 65,000

Note that the above sensitivities are approximate and only show the likely effect of an assumption being adjusted whilst all other assumptions remain the same.

Projected Profit & Loss account for year to 31 August 2026 is as follows:


31 August
2026
£

Interest on liabilities 728,000
Interest on assets (839,000)
Total (111,000)

The above estimate is based on the assumptions adopted at 31st August 2025 and assumes the following:

- Cashflows to and from the Scheme are broadly the same as for the current period.
- There are no events (other than those already notified to us) that would give rise to a settlement, curtailment or past service cost.

Market conditions at 31 August 2025

The following market statistics were considered when setting the FRS 102 assumptions:


31 August
2025

iBoxx Over 15 Year AA Corporate Bond Yield 5.91% p.a.
Bank of England Implied Price Inflation (15 years) 3.23% p.a.

Defined contribution scheme

The company also operates staff defined contribution pension schemes. The assets of the schemes are held separately from those of the company in independently administered funds. Contributions payable by the company amounted to £731,084 (2024: 822,920). Included in creditors is an amount of £174,896 (2024: £156,756) in respect of pension payments owed at the year end.

27. CAPITAL COMMITMENTS
2025 2024
£    £   
Contracted but not provided for in the
financial statements 917,748 289,207

At the year end, the Company was committed to capital expenditure in relation to a new finance system, centre and car park conversion at Sunningdale Garden Centre and a re-development of the deli Counter section within Eastbourne Garden Centre. The commitments will be funded with the working capital of the Company.

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


28. RELATED PARTY DISCLOSURES

Entities with control, joint control or significant influence over the entity
2025 2024
£    £   
Property rental costs 126,875 125,000

Entities over which the entity has control, joint control or significant influence
2025 2024
£    £   
Amount due from related party 100,000 100,000

The amount due from related party was unsecured and interest free.

Key management personnel of the entity or its parent (in the aggregate)
2025 2024
£    £   
Key management personnel compensation 845,766 830,563
Loan interest payable 6,095 7,313
Amount due to related party 106,857 94,337

The directors' loans receive interest at 2% above the bank's base rate. There are no fixed dates of repayment.

Other related parties
2025 2024
£    £   
Provision of services from related party 125,978 60,742
Property rental costs 172,800 172,800
Loan interest payable 40,146 35,855
Amount due to related party 696,793 727,131

£240,000 (2024: £280,000) of amounts due to other related parties is secured over 1 freehold property. Interest is charged at 1% above base rate per annum. Repayments are made in annual instalments. The other amounts due to other related parties receive interest at 2% above the bank's base rate. There are no fixed dates of repayment. The amounts due from other related parties were unsecured and interest free.

29. ULTIMATE CONTROLLING PARTY

The group was controlled throughout the current and previous period by the Robert Hillier Settlement Trust and the John Hillier Settlement Trust who between them own all of the ordinary shares of the group. Neither of the trusts has a controlling party.

30. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS

Group
2025 2024
£    £   
Profit for the financial year 4,202,554 1,791,151
Dividends (80,000 ) (75,000 )
4,122,554 1,716,151
Other comprehensive income relating to the year (net) 172,000 301,000
Net addition to shareholders' funds 4,294,554 2,017,151
Opening shareholders' funds 44,152,778 42,135,627
Closing shareholders' funds 48,447,332 44,152,778

HILLIER NURSERIES LIMITED (REGISTERED NUMBER: 01260468)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 AUGUST 2025


30. RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS - continued

Company

2025 2024
£    £   
Profit for the financial year 4,202,554 1,791,151
Dividends (80,000 ) (75,000 )
4,122,554 1,716,151
Other comprehensive income relating to the year (net) 172,000 301,000
Net addition to shareholders' funds 4,294,554 2,017,151
Opening shareholders' funds 44,030,875 42,013,724
Closing shareholders' funds 48,325,429 44,030,875