Company registration number 08953092 (England and Wales)
KERVAN GIDA UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
KERVAN GIDA UK LIMITED
COMPANY INFORMATION
Director
E Basar
Company number
08953092
Registered office
Swan Court
11 Worple Road
Wimbledon
London
SW19 4JS
Auditor
Gravita Audit II Limited
Aldgate Tower
2 Leman Street
London
United Kingdom
E1 8FA
KERVAN GIDA UK LIMITED
CONTENTS
Page
Strategic report
1 - 2
Director's report
3 - 4
Independent auditor's report
5 - 7
Consolidated income statement
8
Consolidated statement of comprehensive income
9
Consolidated statement of financial position
10
Consolidated statement of changes in equity
11
Consolidated statement of cash flows
12
Notes to the consolidated financial statements
13 - 26
Company statement of financial position
27 - 28
Company statement of changes in equity
29
Notes to the company financial statements
30 - 34
KERVAN GIDA UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The director presents the strategic report for the year ended 31 December 2025.

Principal activities

The principal activity of the group continued to be that of the wholesale of sugar and chocolate and sugar confectionery.

Review of the business

The Parent Company incorporated a new subsidiary in Australia in 2025.

For 2025, despite continuous challenging trading conditions, the Group is expected to maintain profit levels following stability across the confectionary industry. Given significant restructuring in recent years, the Group is in a good position to build on its success.

Principal risks and uncertainties

Even though the Group does not have important financial risks the management team seeks to minimise these by incorporating and rigorously implementing controls into key functions as part of the normal business operations.

Management review sale prices on a continuous basis to account for fluctuations in costs in order to minimise the risk of gross margin.

Key performance indicators

The Group uses a range of key performance indicators ("KPIs") to monitor the performance of the business on an ongoing basis. Financial measures include Revenue, Gross Profit, Operating profit, and Profit before tax, which are all line items disclosed on the face of the Statement of Comprehensive Income.

2025 2024

£'000 £'000

Turnover 52,321 42,784

Gross Profit 9,486 7,855

Net Profit/ (Loss) before tax 782 1,170

Financial risk management policies and objectives

The Group uses financial instruments (invoice finance loan etc), with the principal aims of the Group's financial risk management policy being to monitor and address the risks arising from the Group's external and internal funding requirements, minimise net interest costs and manage financial risk arising from the international business of the Group, principally interest rate and financial risk.

The Directors of the Group, together with the Directors of the parent company, Kervan Gıda San. ve Tic. A.Ş, seek to achieve a balance between certainty of funding with committed facilities and a flexible cost-effective structure.

The Group has implemented a credit check system to carry out checks on potential customers before sales commence and continuously monitors payment terms and payment performance of customers.

KERVAN GIDA UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Section 172 (1) Companies Act 2006

2006 Stakeholder Engagement

The following stakeholder groups according to Section 172(1) Companies Act 2006 are identified as relevant for the Group. Below is a summary of how the Group aims to effectively manage key stakeholder relationships.

Workforce

The Group ensures employees are aligned to the objectives and values of the business, as well as sharing and embedding group-wide food safety, quality and integrity expectations. The Group's workforce is engaged via weekly meetings, briefings.

Suppliers

Suppliers are a critical link in the Group's overall supply chain, providing a source of value, consistency of quality and service and opportunity for innovation to meet the Group's business needs.

Customers

Engagement with customers drives alignment with their values, strategies and priorities and strategic partnerships help to ensure business sustainability and growth. There are regular communication and review meetings to agree short, medium and long-term goals to develop relationships and ensure continuous improvement.

Regulators/Government

To focus on ensuring the Group's voice is heard within the Government and Regulatory bodies and seeking advice and guidance on existing and new legislation co enhance business knowledge and ensure compliance.

Pension schemes/Pensioners

To provide effective savings and retirement planning for employees through engagement with third party advisor, by mitigating impacts of rising pension costs and providing cover for employees.

Shareholder

The Group's shareholder is Kervan Gida Sanayi Ticaret A.S. The Directors work closely with the board of Kervan Gida Sanayi ve Ticaret A.S, in meeting the goals of the group as a whole along with those of the Company.

On behalf of the board

E Basar
Director
9 March 2026
KERVAN GIDA UK LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

The director presents his annual report and financial statements for the year ended 31 December 2025.

Results and dividends

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

No ordinary dividends were paid (2024: £nil). The director does not recommend payment of a further dividend.

Director

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

E Basar
Research and development

The Group is not involved in Research and Development (R&D).

Future developments

In 2025, the Group successfully expanded its international footprint through the incorporation and commencement of operations in France and Australia.

The French operation delivered encouraging turnover during its first year of activity. In Australia, the business completed its market entry phase and initiated its first commercial sales.

The Board expects these new operations to strengthen the Group’s international presence and deliver progressive revenue growth and operational efficiencies, contributing positively to the consolidated results of Kervan Gida UK Limited in the coming years.

Energy and carbon report

Kervan Gida UK Limited is committed to the Energy Savings Opportunities Scheme that applies to large undertakings as defined by the Companies Act 2006. The energy consumption reports the energy and carbon consumption for Kervan Gida UK Limited and its subsidiaries.

Total Energy Consumption (TEC)

Total energy consumption per fuel type for the reporting period is set out as follows:

Fuel TEC Consumption TEC Consumption Emissions

(kWh) % Total CO2e

Grid supplied electricity 44,023 100 7,792

Methodology

Data used in calculating Total Energy Consumption (TEC) electricity and gas meter readings and utility bills. Electricity and gas conversions to kWh and CO2 emissions data have been calculated in line with UK Government environmental reporting guidance using 2025 UK Government GHG conversion factors for company reporting. Grid supplied electricity and natural gas are the company’s only sources of energy.

Intensity Measurement Ratio

The intensity measurement ratio is a measure of environmental impact, the quality of energy per unit of output, we have chosen £'000 group revenue as the most appropriate intensity measurement basis.

Group Revenue Energy Consumption Intensity Ratio Emissions Intensity Ratio

(£'000) (kWh) (kWh)/£'000 Revenue tCO2e (tCO2e)/£'000 Revenue

52,321 44,023 0.841 7,792 0.149

KERVAN GIDA UK LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

Measures taken to improve energy efficiency

The Group has made efforts to become more environmentally conscious by promoting the use of efficient technologies and introducing measures such as:

- Increased availability and encourage use of video conferencing

- Lowering travel emissions by reducing face to face meeting

- Used an environmental consultancy company to advise in respect of improvements to packaging and plastic tax consumption

- Upgrading group PCs and hardware has improved energy efficiency

- Reducing paper printouts and using recycled paper

Statement of director's responsibilities

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

United Kingdom company law requires the director to prepare financial statements for each financial year. Under that law, the director has elected to prepare the group and parent company financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. Under company law, the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, International Accounting Standard 1 requires that directors:

- properly select and apply accounting policies;

- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

- provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

- make an assessment of the group's and parent company's ability to continue as a going concern.

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

Statement of disclosure to auditor

Each director in office at the date of approval of this annual report confirms that:

- so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

- the director has taken all the steps that he / she ought to have taken as a director in order to make himself / herself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

On behalf of the board
E Basar
Director
9 March 2026
KERVAN GIDA UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF KERVAN GIDA UK LIMITED
- 5 -
Opinion

We have audited the financial statements of Kervan Gida UK Limited (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2025 which comprise the group income statement, the group statement of comprehensive income, the group and parent company statement of financial position, the group and parent company statement of changes in equity, the group statement of cash flows and the group and parent company notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.

In our opinion:

- the financial statements give a true and fair view of the state of the group's and of the parent company's affairs as at 31 December 2025 and of the group's profit for the year then ended;

- the financial statements have been properly prepared in accordance with UK adopted international accounting standards; and

- the financial statements 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 group and parent 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 director's 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 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. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the group and parent company's ability to continue as a going concern.

Our responsibilities and the responsibilities of the director 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 director is 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.

KERVAN GIDA UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF KERVAN GIDA UK LIMITED
- 6 -

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the strategic report and the director's 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 director's report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the director's 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 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 director's remuneration specified by law are not made; or

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

Responsibilities of director

As explained more fully in the director's r esponsibilities s tatement, the director is 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 director determines 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 director is responsible for assessing the group's and 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 director either intends to liquidate the group or parent company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

The extent to which the audit was considered capable of detecting irregularities including fraud

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 group and parent company through discussions with directors and other management, and from our commercial knowledge and experience of the industry;

- 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 group and parent company, including the Companies Act 2006 and taxation legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management; 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.

KERVAN GIDA UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF KERVAN GIDA UK LIMITED
- 7 -

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

- understanding the business model as part of the control and business environment;

- 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;

- 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;

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

- reviewing correspondence and enquiring with the group management of actual and potential non-compliance with laws and regulations.

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 by for example forgery, or intentional misrepresentation or through collusion. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

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 parent 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 parent company’s members those matters we are required to state to him 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Mark Brown FCA (Senior Statutory Auditor)
For and on behalf of Gravita Audit II Limited, Statutory Auditor
Chartered Accountants
Aldgate Tower
2 Leman Street
London
E1 8FA
United Kingdom
9 March 2026
KERVAN GIDA UK LIMITED
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
Notes
£
£
Revenue
2
52,320,677
42,784,072
Cost of sales
(42,834,483)
(34,929,317)
Gross profit
9,486,194
7,854,755
Other operating income
5,524
171
Distribution costs
(3,548,860)
(3,317,240)
Administrative expenses
(4,600,875)
(2,869,068)
Operating profit
3
1,341,983
1,668,618
Finance costs
7
(559,839)
(498,940)
Profit before taxation
782,144
1,169,678
Income tax expense
8
(160,342)
(357,909)
Profit for the year
621,802
811,769
Profit for the financial year is all attributable to the owners of the parent company.

The income statement has been prepared on the basis that all operations are continuing operations.

KERVAN GIDA UK LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
£
£
Profit for the year
621,802
811,769
Other comprehensive income:
Items that may be reclassified to profit or loss
Currency translation differences:
- Translation loss arising in the year
(70)
-
0
Total comprehensive income for the year
621,732
811,769
Total comprehensive income for the year is all attributable to the owners of the parent company.
KERVAN GIDA UK LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
Non-current assets
Goodwill
9
82,000
123,000
Property, plant and equipment
10
1,340,272
1,663,564
1,422,272
1,786,564
Current assets
Inventories
12
11,242,765
13,032,389
Trade and other receivables
13
11,874,055
7,747,806
Current tax recoverable
94,037
-
0
Cash and cash equivalents
109,312
24,067
23,320,169
20,804,262
Current liabilities
Trade and other payables
16
16,976,460
9,835,406
Borrowings
15
2,250,000
3,188,795
Lease liabilities
17
181,122
151,105
19,407,582
13,175,306
Net current assets
3,912,587
7,628,956
Non-current liabilities
Borrowings
15
-
0
4,500,000
Lease liabilities
17
1,014,328
1,216,721
1,014,328
5,716,721
Net assets
4,320,531
3,698,799
Equity
Called up share capital
19
2,660,000
2,660,000
Currency translation reserve
20
(70)
-
0
Retained earnings
1,660,601
1,038,799
Total equity
4,320,531
3,698,799
The financial statements were approved and signed by the director and authorised for issue on 9 March 2026
E Basar
Director
Company registration number 08953092 (England and Wales)
KERVAN GIDA UK LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
Share capital
Currency translation reserve
Retained earnings
Total
£
£
£
£
Balance at 1 January 2024
2,660,000
-
0
227,030
2,887,030
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
811,769
811,769
Balance at 31 December 2024
2,660,000
-
0
1,038,799
3,698,799
Year ended 31 December 2025:
Profit
-
-
621,802
621,802
Other comprehensive income:
Currency translation differences
-
(70)
-
0
(70)
Total comprehensive income
-
(70)
621,802
621,732
Balance at 31 December 2025
2,660,000
(70)
1,660,601
4,320,531
KERVAN GIDA UK LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
26
6,550,468
(2,347,644)
Interest paid
(559,839)
(498,940)
Income taxes paid
(254,379)
(466,009)
Net cash inflow/(outflow) from operating activities
5,736,250
(3,312,593)
Investing activities
Purchase of property, plant and equipment
(39,764)
(24,922)
Net cash used in investing activities
(39,764)
(24,922)
Financing activities
Proceeds from new bank loans
-
0
7,668,795
Repayment of bank loans
(5,438,795)
(4,343,042)
Payment of lease liabilities
(172,376)
(27,247)
Net cash (used in)/generated from financing activities
(5,611,171)
3,298,506
Net increase/(decrease) in cash and cash equivalents
85,315
(39,009)
Cash and cash equivalents at beginning of year
24,067
63,076
Effect of foreign exchange rates
(70)
-
0
Cash and cash equivalents at end of year
109,312
24,067
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
1
Accounting policies
Company information

Kervan Gida UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Swan Court, 11 Worpole Road, Wimbledon, SW19 4JS. The company's principal activities and nature of its operations are disclosed in the director's report.

The group consists of Kervan Gida UK Limited and all of its subsidiaries as set out in note 11.

1.1
Basis of preparation

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill.

The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Kervan Gida UK Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

The director has at the time of approving the financial statements, a reasonable expectation that the true group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.5
Revenue

The group recognises revenue when it transfers control of a product to a customer. Revenue 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. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods (confectionery products) is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Goodwill

Goodwill arose from the purchase of a brand in 2018. This has been amortised over its estimated useful life of 10 years and reviewed annually for impairment.

1.7
Property, plant and equipment

Property, plant and equipment 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:

Leasehold land and buildings
Over the lease term
Fixtures and fittings
33% straight line
Motor vehicles
25% straight line

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 recognised in the income statement.

1.8
Non-current investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the group holds a long-term interest and has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.9
Impairment of tangible and intangible assets

At each reporting end date, the group 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 group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -

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.

1.10
Inventories

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

1.11
Cash and cash equivalents

Cash and cash equivalents 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.

1.12
Financial assets

Financial assets are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.13
Financial liabilities

The group recogni s es financial debt when the group becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Other financial liabilities

Other financial liabilities, including borrowings, t rade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the group’s obligations are discharged, cancelled, or they expire.

1.14
Equity instruments

Equity instruments issued by the parent company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer payable at the discretion of the company.

1.15
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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 group 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.

1.16
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 inventories or non-current 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 group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.17
Retirement benefits

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

1.18
Leases

At inception, the group assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the group recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the group is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the group's estimate of the amount expected to be payable under a residual value guarantee; or the group's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

1.19
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
Revenue
2025
2024
£
£
Revenue analysed by class of business
Sales of goods
52,320,677
42,784,072
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Revenue
(Continued)
- 18 -
2025
2024
£
£
Revenue analysed by geographical market
United Kingdom
50,949,503
42,784,072
European Union
1,243,432
-
Rest of the World
127,742
-
52,320,677
42,784,072
3
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
13,106
12,409
Depreciation of property, plant and equipment
363,056
240,340
Amortisation of intangible assets (included within )
41,000
41,000
Cost of inventories recognised as an expense
40,026,001
32,277,249
4
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
53,500
49,000
For other services
Other services
20,475
-
0
5
Employees

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

2025
2024
Number
Number
Directors
1
1
Management
4
2
Operations
25
18
Total
30
21
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
5
Employees
(Continued)
- 19 -

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
2,302,808
1,717,959
Social security costs
342,099
176,802
Pension costs
26,029
17,809
2,670,936
1,912,570
6
Director's remuneration
2025
2024
£
£
Remuneration for qualifying services
473,555
385,099
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
473,555
385,099
7
Finance costs
2025
2024
£
£
Interest on bank overdrafts and loans
231,528
231,295
Other interest payable
328,311
267,645
Total interest expense
559,839
498,940
8
Income tax expense
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
154,993
382,000
Adjustments in respect of prior periods
-
0
(4,991)
Total UK current tax
154,993
377,009
Foreign taxes and reliefs
5,349
-
0
160,342
377,009
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Income tax expense
2025
2024
£
£
(Continued)
- 20 -
Deferred tax
Origination and reversal of temporary differences
-
0
(19,100)
Total tax charge
160,342
357,909

The charge for the year can be reconciled to the loss per the income statement as follows:

2025
2024
£
£
Profit before taxation
782,144
1,169,678
Expected tax charge based on a corporation tax rate of 25.00% (2024: 25.00%)
195,536
292,420
Effect of expenses not deductible in determining taxable profit
5,031
3,893
Unutilised tax losses carried forward
-
10,004
Permanent capital allowances in excess of depreciation
25,215
24,249
Under/(over) provided in prior years
-
(4,991)
Deferred tax adjustments in respect of prior years
-
(19,100)
Over/(under) provision of current year tax
(65,440)
51,434
Taxation charge for the year
160,342
357,909
9
Intangible assets
Goodwill
£
Cost
At 1 January 2024
410,000
At 31 December 2024
410,000
At 31 December 2025
410,000
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Intangible assets
Goodwill
£
(Continued)
- 21 -
Amortisation and impairment
At 1 January 2024
246,000
Charge for the year
41,000
At 31 December 2024
287,000
Charge for the year
41,000
At 31 December 2025
328,000
Carrying amount
At 31 December 2025
82,000
At 31 December 2024
123,000
At 31 December 2023
164,000
10
Property, plant and equipment
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2024
1,515,037
98,530
329,687
99,325
2,042,579
Additions
233,428
-
0
24,922
-
0
258,350
Disposals
-
0
(98,530)
-
0
-
0
(98,530)
At 31 December 2024
1,748,465
-
0
354,609
99,325
2,202,399
Additions
-
0
-
0
39,764
-
0
39,764
At 31 December 2025
1,748,465
-
0
394,373
99,325
2,242,163
Accumulated depreciation and impairment
At 1 January 2024
122,361
98,530
173,914
2,220
397,025
Charge for the year
161,230
-
0
68,489
10,621
240,340
Eliminated on disposal
-
0
(98,530)
-
0
-
0
(98,530)
At 31 December 2024
283,591
-
0
242,403
12,841
538,835
Charge for the year
268,218
-
0
82,182
12,656
363,056
At 31 December 2025
551,809
-
0
324,585
25,497
901,891
Carrying amount
At 31 December 2025
1,196,656
-
69,788
73,828
1,340,272
At 31 December 2024
1,464,874
-
112,206
86,484
1,663,564
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
11
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Kervan UK (Trading) Ltd
England
Ordinary Shares
100.00
Kervan Gida France SAS
France
Ordinary Shares
100.00
Kervan Gida Australia PTY
Australia
Ordinary Shares
100.00

The registered office addresses of the subsidiary companies are:

UK - Swan Court, 11 Worpole Road, Wimbledon, London, SW19 4JS

France - 27 Avenue de l'Opera, 75001 Paris

Australia - Level 8, 234-242 George Street, Sydney NSW 2000

Under section 479A and 479C of the Companies Act 2006 - audit exemption for a subsidiary company, the company has provided a statement of guarantee by a parent undertaking of a subsidiary undertaking on behalf of Kervan UK (Trading) Limited. Consequently, Kervan UK (Trading) Limited is exempt from the requirements of the Companies Act relating to the audit of its individual accounts.

12
Inventories
2025
2024
£
£
Finished goods
11,242,765
13,032,389
13
Trade and other receivables
2025
2024
£
£
Trade receivables
9,025,381
7,341,344
Provision for bad and doubtful debts
(4,830)
(72,411)
9,020,551
7,268,933
VAT recoverable
294
-
Other receivables
2,710,994
362,987
Prepayments
142,216
115,886
11,874,055
7,747,806
14
Trade receivables - credit risk
Fair value of trade receivables

The director considers that the carrying amount of trade and other receivables is approximately equal to their fair value.

No significant receivable balances are impaired at the reporting end date.

KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Trade receivables - credit risk
(Continued)
- 23 -
Movement in the allowances for doubtful debts
2025
2024
£
£
Balance at 1 January 2025 and at 31 December 2025
4,830
72,411
15
Borrowings
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Borrowings held at amortised cost:
Bank loans
2,250,000
3,188,795
-
4,500,000

Included within the above balance is a bank loan of £2,250,000. The company's parent, Kervan Gida San ve Ticaret A.S, has provided a guarantee to the bank in support of this loan.

16
Trade and other payables
2025
2024
£
£
Trade payables
13,876,440
7,270,700
Amounts owed to related parties
86,474
-
0
Accruals
1,161,362
1,277,518
Social security and other taxation
1,575,490
1,251,617
Other payables
276,694
35,571
16,976,460
9,835,406
17
Lease liabilities
2025
2024
Net amounts due
£
£
Within one year
181,122
151,105
After more than one year
1,014,328
1,216,721
1,195,450
1,367,826
2025
2024
Maturity analysis of future lease payments
£
£
Within one year
181,122
151,106
In two to five years
467,094
479,578
In over five years
547,234
737,142
Total undiscounted liabilities
1,195,450
1,367,826
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
18
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
26,029
17,809

The group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

19
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
2,660,000
2,660,000
2,660,000
2,660,000

There is a single class of Ordinary shares. There are no restrictions on the distribution of dividends and repayment of capital.

20
Currency translation reserve
2025
2024
£
£
At the beginning of the year
-
-
0
Translation loss arising in the year
(70)
-
0
At the end of the year
(70)
-
0

Currency translation reserve comprises differences arising on the translation of subsidiary financial information prepared in a currency other than GBP.

21
Capital risk management

The company manages its capital to ensure that it will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance,

The group is not subject to any externally imposed capital requirements.

KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
22
Subsidiary investments

On 15 November 2023, Kervan Gida UK Limited acquired 100% of the shares in Kervan UK (Trading) Limited at par of £1. Kervan UK (Trading) Limited commenced trade on 10 October 2023 and at the date of acquisition had pre acquisition reserves of £5,467. Kervan UK (Trading) Limited's profits from acquisition to 31 December 2023 were £6,773 and net assets as at 31 December 2023 were £12,140. These results were not considered material for consolidation with the Kervan Gida UK Limited 2023 Financial Statements and were not included. They have been brought in to the 2024 results.

On 19 December 2024, the group incorporated a new wholly owned subsidiary in France called Kervan Gida France SAS. The initial investment was €100,000 which was to provide initial working capital. In the prior year this entity was dormant, however it began to trade in the year.

On 15 May 2025 the group incorporated a new wholly owned subsidiary in Australia called Kervan Gida Australia PTY and trade commenced in the year.

23
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel, including directors, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures.

2025
2024
£
£
Short-term employee benefits
473,555
385,099
Other transactions with related parties

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

Sale of goods
Purchase of goods
2025
2024
2025
2024
£
£
£
£
Parent company
-
0
-
0
23,140,104
33,953,507
Other related parties
-
0
-
0
9,092,388
2,547,825
-
-
32,232,492
36,501,332

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due to related parties
£
£
Parent company
8,962,926
5,689,412
Other related parties
3,115,137
1,073,279
12,078,063
6,762,691
KERVAN GIDA UK LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
23
Related party transactions
(Continued)
- 26 -

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due from related parties
£
£
Other related parties
500
-
24
Directors' transactions

In the year, advances of £66,117 were made to a director of the company and repayments of £15,869 were made in respect of these amounts. There was a balance of £50,428 outstanding at year end included within other debtors.

25
Controlling party

The parent company is Kervan Gıda Sanayi ve Ticaret Anonim Şirketi , a company incorporated in Turkey.

26
Cash generated from/(absorbed by) group operations
2025
2024
£
£
Profit for the year before taxation
782,144
1,169,678
Adjustments for:
Finance costs
559,839
498,940
Amortisation and impairment of intangible assets
41,000
41,000
Depreciation and impairment of property, plant and equipment
363,056
240,340
Movements in working capital:
Decrease/(increase) in inventories
1,789,624
(5,306,717)
Increase in trade and other receivables
(4,126,249)
(1,886,997)
Increase in trade and other payables
7,141,054
2,896,112
Cash generated from/(absorbed by) operations
6,550,468
(2,347,644)
KERVAN GIDA UK LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 27 -
2025
2024
Notes
£
£
Non-current assets
Goodwill
29
82,000
123,000
Property, plant and equipment
30
1,340,272
1,663,564
Investments
31
84,038
83,988
1,506,310
1,870,552
Current assets
Inventories
32
10,656,752
13,029,420
Trade and other receivables
33
12,149,190
7,860,310
Current tax recoverable
94,037
-
0
Cash and cash equivalents
24,161
13,667
22,924,140
20,903,397
Current liabilities
Trade and other payables
35
15,976,074
9,818,187
Borrowings
34
2,250,000
3,188,795
Lease liabilities
36
181,122
151,105
18,407,196
13,158,087
Net current assets
4,516,944
7,745,310
Non-current liabilities
Borrowings
34
-
0
4,500,000
Lease liabilities
36
1,014,328
1,216,721
1,014,328
5,716,721
Net assets
5,008,926
3,899,141
Equity
Called up share capital
37
2,660,000
2,660,000
Retained earnings
2,348,926
1,239,141
Total equity
5,008,926
3,899,141
KERVAN GIDA UK LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2025
31 December 2025
- 28 -

As permitted by true s408 Companies Act 2006, the c ompany has not presented its own income statement and related notes. The c ompany’s profit for the year was £1,109,785 (2024 - £1,012,111 profit).

The financial statements were approved and signed by the director and authorised for issue on 9 March 2026
09 March 2026
E Basar
Director
Company registration number 08953092 (England and Wales)
KERVAN GIDA UK LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2024
2,660,000
227,030
2,887,030
Year ended 31 December 2024:
Profit and total comprehensive income
-
1,012,111
1,012,111
Balance at 31 December 2024
2,660,000
1,239,141
3,899,141
Year ended 31 December 2025:
Profit and total comprehensive income
-
1,109,785
1,109,785
Balance at 31 December 2025
2,660,000
2,348,926
5,008,926
KERVAN GIDA UK LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
27
Accounting policies
Company information

Kervan Gida UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Swan Court, 11 Worple Road, Wimbledon, London, SW19 4JS. The company's principal activities and nature of its operations are disclosed in the director's report.

27.1
Basis of preparation

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

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

The company applies accounting policies consistent with those applied by the group. To the extent that an accounting policy is relevant to both group and parent company financial statements, please refer to the group financial statements for disclosure of the relevant accounting policy.

27.2
Going concern

The director has at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus t he director continues to adopt the going concern basis of accounting in preparing the financial statements.

28
Employees

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

2025
2024
Number
Number
Directors
1
1
Management
2
2
Operations
19
13
Total
22
16

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
2,030,082
1,590,590
Social security costs
275,948
169,451
Pension costs
21,120
17,809
2,327,150
1,777,850
KERVAN GIDA UK LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
29
Intangible assets
Goodwill
£
Cost
At 1 January 2024
410,000
At 31 December 2024
410,000
At 31 December 2025
410,000
Amortisation and impairment
At 1 January 2024
246,000
Charge for the year
41,000
At 31 December 2024
287,000
Charge for the year
41,000
At 31 December 2025
328,000
Carrying amount
At 31 December 2025
82,000
At 31 December 2024
123,000
At 31 December 2023
164,000

30
Property, plant and equipment
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2024
1,515,037
98,530
329,687
99,325
2,042,579
Additions
233,428
-
0
24,922
-
0
258,350
Disposals
-
0
(98,530)
-
0
-
0
(98,530)
At 31 December 2024
1,748,465
-
0
354,609
99,325
2,202,399
Additions
-
0
-
0
39,764
-
0
39,764
At 31 December 2025
1,748,465
-
0
394,373
99,325
2,242,163
KERVAN GIDA UK LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
30
Property, plant and equipment
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
(Continued)
- 32 -
Accumulated depreciation and impairment
At 1 January 2024
122,361
98,530
173,914
2,220
397,025
Charge for the year
161,230
-
0
68,489
10,621
240,340
Eliminated on disposal
-
0
(98,530)
-
0
-
0
(98,530)
At 31 December 2024
283,591
-
0
242,403
12,841
538,835
Charge for the year
268,218
-
0
82,182
12,656
363,056
At 31 December 2025
551,809
-
0
324,585
25,497
901,891
Carrying amount
At 31 December 2025
1,196,656
-
69,788
73,828
1,340,272
At 31 December 2024
1,464,874
-
112,206
86,484
1,663,564
31
Investments
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Investments in subsidiaries
-
0
-
0
84,038
83,988
Fair value of financial assets carried at amortised cost

The directors believe that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

Investment in subsidiary undertakings

Details of the company's principal operating subsidiaries are included in Note 11.

32
Inventories
2025
2024
£
£
Finished goods
10,656,752
13,029,420
KERVAN GIDA UK LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
33
Trade and other receivables
2025
2024
£
£
Trade receivables
8,798,396
7,537,835
Provision for bad and doubtful debts
(4,830)
(72,411)
8,793,566
7,465,424
Amounts owed by related parties
550,924
-
0
Other receivables
2,663,385
279,000
Prepayments
141,315
115,886
12,149,190
7,860,310
34
Borrowings
Current
Non-current
2025
2024
2025
2024
£
£
£
£
Borrowings held at amortised cost:
Bank loans
2,250,000
3,188,795
-
4,500,000

All loans balances are repayable within 1 year in full.

Included within the above balance is a bank loan, whose outstanding balance at the year end was £2,250,000. The company's parent, Kervan Gida San ve Ticaret A.S, has provided a guarantee to the bank in support of this loan.

35
Trade and other payables
2025
2024
£
£
Trade payables
13,058,556
7,264,900
Accruals
1,156,362
1,273,018
Social security and other taxation
1,505,757
1,244,698
Other payables
255,399
35,571
15,976,074
9,818,187
36
Lease liabilities
2025
2024
Net amounts due
£
£
Within one year
181,122
151,105
After more than one year
1,014,328
1,216,721
1,195,450
1,367,826
KERVAN GIDA UK LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
36
Lease liabilities
(Continued)
- 34 -
2025
2024
Maturity analysis
£
£
Within one year
181,122
151,106
In two to five years
467,094
479,578
In over five years
547,234
737,142
Total undiscounted liabilities
1,195,450
1,367,826
37
Share capital
Refer to note 19 of the group financial statements.
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