REGISTERED NUMBER: 02797697 (England and Wales)

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

SAF LTD.

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

J Grieve

T Dunningham

W Lewis

G D Cook

REGISTERED OFFICE:

Unit 13 Henley Business Park

Normandy

Surrey

GU3 2DX

REGISTERED NUMBER:

02797697 (England and Wales)

FIXED ASSETS

Intangible assets

4

44,345

60,570

Tangible assets

5

595,526

514,212

639,871

574,782

CURRENT ASSETS

Stocks

682,071

463,331

Debtors

6

690,320

475,217

Cash at bank

211,681

569,280

1,584,072

1,507,828

CREDITORS

Amounts falling due within one year

7

1,210,087

995,782

NET CURRENT ASSETS

373,985

512,046

TOTAL ASSETS LESS CURRENT LIABILITIES

1,013,856

1,086,828

CREDITORS

Amounts falling due after more than one year

8

284,858

249,846

NET ASSETS

728,998

836,982

CAPITAL AND RESERVES

Called up share capital

10

32,282

32,154

Share premium

840,430

821,755

Capital redemption reserve

1,184

1,184

Treasury shares

-

(6,696

)

Share based equity reserve

68,335

84,520

Retained earnings

(213,233

)

(95,935

)

SHAREHOLDERS' FUNDS

728,998

836,982

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 20 July 2026 and were signed on its behalf by:

G D Cook - Director

1.	STATUTORY INFORMATION

SAF Ltd. is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared in accordance with the provisions of Section 1A ''Smaller Entities'' of Financial Reporting Standard 102 ''The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on a going concern basis, which the directors consider to be appropriate, as they have agreed to seek the necessary finance to enable the company to meet its liabilities as they fall due.

Turnover

Turnover represents amounts receivable, net of value added tax, from the sale of fish and fish products during the year. Revenue is generated online through the company's website and direct to commercial customers.

Turnover is recognised when the goods are dispatched or delivered in accordance with the company's terms of sale and the significant risks and rewards of ownership of the goods have transferred to the customer, the amount of revenue can be measured reliably, and it is probable that the economic benefits will flow to the company. Adjustments are made for accrued and deferred income where appropriate.

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.

Website development is being amortised over its estimated useful life at varying rates.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation less accumulated depreciation. Cost includes costs directly attributable to making the asset capable of operating as intended by management.

Depreciation is provided at the following annual rates in order to write off each asset over its estimates useful life.

Plant and machinery

-

Varying rates

Building improvements

-

Varying rates

Stocks

Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises the purchase cost of goods and directly attributable costs incurred in bringing stocks to their present location and condition. Provision is made, where necessary, for damaged, obsolete and slow-moving stock.

Cost includes packaging and an appropriate allocation of direct production labour based on management's assessment of the processing activities required for each product. Labour cost is allocated using a tiered activity-based methodology, based on recorded production time and fully loaded production labour rates. This basis is reviewed by management where wage rates, production methods or product mix change significantly.

Financial instruments

The company enters into basic financial instruments, which result in the recognition of financial assets and liabilities. Financial instruments are recognised at amortised cost. At the end of each reporting period financial instruments are assessed for evidence of impairment, and changes are recognised in profit or loss.

Taxation

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

Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods.

Consideration is given to whether deferred tax should be provided in respect of material timing differences which have not reversed at the balance sheet date. Deferred tax assets are only recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or future taxable profits.

Current tax assets and liabilities are not discounted and are 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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Share options

The company has issued share options to employees and directors.

The fair value of options granted is recognised as an employee expense, with a corresponding increase in equity, over the vesting period during which the employees become unconditionally entitled to the awards.

At each reporting date, the company revises its estimate of the number of options expected to vest. The impact of any revision is recognised in the income statement, with a corresponding adjustment to equity.

When options are exercised, the proceeds received net of any directly attributable transaction costs are credited to share capital and share premium.

Bonds

Bonds are initially recorded at transaction price less attributable transaction costs and subsequently measured at amortised cost. Interest expense is recognised in the profit and loss account over the term of the instrument.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 30 (2024 - 26 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 January 2025

93,786

Additions

7,375

At 31 December 2025

101,161

AMORTISATION

At 1 January 2025

33,216

Charge for year

23,600

At 31 December 2025

56,816

NET BOOK VALUE

At 31 December 2025

44,345

At 31 December 2024

60,570

5.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 January 2025

1,033,616

Additions

231,360

Disposals

(7,594

)

At 31 December 2025

1,257,382

DEPRECIATION

At 1 January 2025

519,404

Charge for year

145,809

Eliminated on disposal

(3,357

)

At 31 December 2025

661,856

NET BOOK VALUE

At 31 December 2025

595,526

At 31 December 2024

514,212

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

as restated

£

£

Trade debtors

316,377

247,909

Other debtors

220,819

134,311

Prepayments and accrued income

153,124

92,997

690,320

475,217

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

as restated

£

£

Bank loans and overdrafts

-

30,000

Bonds - due within 1 year

61,014

71,525

Hire purchase contracts (see note 9)

57,340

8,826

Trade creditors

874,930

597,542

Social security and other taxes

43,612

27,663

Other creditors

34,869

22,419

Directors' loan accounts

-

57,586

Accruals and deferred income

138,322

180,221

1,210,087

995,782

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

as restated

£

£

Bank loans - 1-5 years

-

20,000

Bonds - 1-5 years

149,990

211,755

Bonds - due over 5 years

2,000

4,000

Hire purchase contracts (see note 9)

132,868

14,091

284,858

249,846

Amounts falling due in more than five years:

Repayable by instalments

Bonds - due over 5 years

2,000

4,000

9.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase

contracts

2025

2024

as restated

£

£

Net obligations repayable:

Within one year

57,340

8,826

Between one and five years

132,868

14,091

190,208

22,917

Non-cancellable

operating leases

2025

2024

as restated

£

£

Within one year

132,416

132,416

Between one and five years

463,455

529,662

In more than five years

-

66,208

595,871

728,286

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

as restated

£

£

3,228,203

Ordinary

£0.01

32,282

32,154

During the year, 12,796 Ordinary shares of £0.01 and 6,696 Treasury shares of £0.01 were allotted following the exercise of director and employee share options. 18,000 director share options were exercised at a premium of £23,021. 1,492 employee share options with a fair value of £0.20 were exercised at a premium of £2,283.

11.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Katharine E Halsall (Senior Statutory Auditor)

for and on behalf of Caldwell Penn Limited, Statutory Auditor

12.

EBITDA

Reconciliation from accounting profit to EBITDA:

2025

2024

£

£

Net profit/(loss)

(129,494

)

(40,962

)

Add back:

Interest

8,855

45,771

Amortisation

23,600

23,447

Depreciation

145,809

135,545

EBITDA (£)

48,770

163,801

13.	SHARE OPTIONS

A. Grants of options over Ordinary Shares to directors. These have all vested or are about to vest and have no expiry date. In all cases the exercise price is 0p:

To J Grieve:

-

100,000 shares granted in June 2018.

-

100,000 shares granted in June 2019.

To T Dunningham as compensation for non-executive duties over the last three years:

-

28,499 shares of which 18,000 were exercised in August 2025.

B. Grants of options over Ordinary Shares to employees:

-

In June 2021 one employee was granted an option over 30,000 shares at an exercise price of 50p. This option is fully vested.

-

The company also operates an EMI scheme whereby all employees receive an option grant after completing two years' service, with the potential for subsequent top-ups.

So far, EMI options granted cover 175,318 shares. These options vest in full when granted but lapse if the employee leaves the company before February 2034.

-

During the year, one employee exercised 1,492 EMI share options.

As of the issue date of these accounts, the total number of shares under option is 425,817. Given that the number of shares in issue is 3,228,203, the fully-diluted number of shares is 3,654,020.

C. In 2023 the shareholders approved an EMI incentive scheme for A Blair and J Grieve under which A Ordinary Shares could be issued depending on the financial results in the year ended 31 December 2024 or if the company is acquired within 10 years of the option grant date. These A Ordinary Shares are entitled to 25% of any exit proceeds over an amount which escalates at 9% pa from 160p in August 2022.

14.	TREASURY SHARES

In the previous year, the company acquired 4,464 of its own shares at a nominal value of £0.01 per share, paying a premium of £0.99 per share. The shares were not cancelled and have instead been held as treasury shares. At the time of the transaction, the company had sufficient distributable reserves to support the purchase.

During the year, 6,696 treasury shares were allotted as part of the exercise of employee and director share options.

15.	DEFERRED TAX ASSET

No deferred tax asset has been recognised in these financial statements in respect of tax losses. This is due to the uncertainty as to when the asset will be recovered, which will depend upon the company's future taxable profits. There are tax losses carried forward of approximately £1,480,500 (2024 - £1,270,500), which if provided for would result in a deferred tax asset of approximately £281,300 (2024 - £241,400).