REGISTERED NUMBER: 07365418 (England and Wales)

BRITAM SHIPPING LTD

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Statement of Financial Position

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTORS:

M S Bigley

R G Harris

P A Neary

REGISTERED OFFICE:

C73 Shelton Boulevard

Stoke on Trent

Staffordshire

ST1 5GQ

REGISTERED NUMBER:

07365418 (England and Wales)

AUDITORS:

Folkes Worton LLP

Chartered Accountants and Statutory Auditor

15-17 Church Street

Stourbridge

West Midlands

DY8 1LU

The directors present their strategic report for the year ended 31 December 2025.

REVIEW OF BUSINESS

The Group continued to make strong progress during 2025 in delivering its long-term strategic objectives, further strengthening its position as an integrated global supply chain management provider. Our strategy remains focused on delivering value added services across the entire supply chain, from production through to final delivery, through a fully integrated 5PL operating model.

For the year ended 2025, the Group generated adjusted EBITDA of £5.2 million after adjusting for reorganisation costs and strategic investments undertaken during the year. These investments included the development of partnerships with several high growth FMCG brands, enhancing the Group's procurement, sales support and supply chain capabilities. Together, these initiatives have broadened the Group's service offering and strengthened its ability to deliver integrated supply chain solutions for customers operating in increasingly complex global markets.

During the year, the Group made significant strategic progress across its operations, including:

- Continued expansion of the regional freight forwarding network across the UK and China, strengthening global air, sea and road freight capabilities.

- Further development of the UK warehousing estate, increasing capacity and enhancing integrated B2B, D2C and returns management services.

- Modernisation of the road transport fleet through the introduction of more energy-efficient vehicles, improving operational efficiency while supporting the Group's environmental objectives.

- Ongoing investment in warehouse automation, systems integration and artificial intelligence to improve productivity, enhance customer service and provide a scalable platform for future growth.

- Continued delivery of the Group's Environmental, Social and Governance ("ESG") strategy. Through its partnership with Carbon Neutral Britain, the Group remains carbon neutral while progressing initiatives including electric vehicles, solar energy generation, rainwater harvesting, cycle-to-work schemes and hybrid working practices.

- Continued support for local communities through the Emerge Connected initiative, providing financial assistance and practical support to projects and charities that are important to our employees and the communities in which we operate.

Our people remain at the heart of the Group's success. During the year, we further strengthened our Finance, Sales and Operations teams, enhancing the infrastructure required to support continued growth. The Board recognises that the knowledge, expertise and commitment of our employees are fundamental to the successful delivery of our strategy and remains committed to developing talent, creating opportunities for progression and attracting high calibre individuals to the business.

The Group also enhanced its funding capacity through its long-standing relationships with Arbuthnot Bank and Beechbrook Capital. These facilities provide the financial flexibility to continue investing in strategic initiatives, support organic growth and pursue opportunities that further strengthen the Group's integrated supply chain platform.

The Board remains confident in the Group's long-term strategy and believes the investments made during 2025 have established a strong foundation for continued sustainable growth, enabling the business to deliver increasing value for customers, employees and shareholders.

REVIEW OF THE BUSINESS (CONTINUED)

The company is part of the Emerge Global Limited group of companies and therefore its results are included in the parents consolidated financial statements.

ON BEHALF OF THE BOARD:

M S Bigley - Director

31 July 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of shipping and forwarding agents.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

M S Bigley

R G Harris

P A Neary

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

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 company'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 company's auditors are aware of that information.

AUDITORS

The auditors, Folkes Worton LLP, having been appointed during the year, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

M S Bigley - Director

31 July 2026

Opinion

We have audited the financial statements of Britam Shipping Ltd (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and 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 company's affairs as at 31 December 2025 and of its profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 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 Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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 and on the Financial Reporting Council's website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, its group and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which include:

- Enquire of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Reviewing minutes of meetings of those charged with governance;

-Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential 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 of not detecting a material misstatement resulting from fraud is higher then for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.

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.

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.

Neil Smith BSc FCA (Senior Statutory Auditor)

for and on behalf of Folkes Worton LLP

Chartered Accountants and Statutory Auditor

15-17 Church Street

Stourbridge

West Midlands

DY8 1LU

31 July 2026

TURNOVER

31,255,539

28,077,428

Cost of sales

25,538,867

23,404,335

GROSS PROFIT

5,716,672

4,673,093

Administrative expenses

4,389,810

3,891,585

OPERATING PROFIT

4

1,326,862

781,508

Interest receivable and similar income

5,440

16,086

1,332,302

797,594

Interest payable and similar expenses

5

-

12,183

PROFIT BEFORE TAXATION

1,332,302

785,411

Tax on profit

6

187,372

126,853

PROFIT FOR THE FINANCIAL YEAR

1,144,930

658,558

PROFIT FOR THE YEAR

1,144,930

658,558

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,144,930

658,558

FIXED ASSETS

Tangible assets

7

47,410

39,888

CURRENT ASSETS

Debtors

8

10,952,063

8,306,732

Cash at bank and in hand

1,219,988

1,343,288

12,172,051

9,650,020

CREDITORS

Amounts falling due within one year

9

7,322,663

5,939,921

NET CURRENT ASSETS

4,849,388

3,710,099

TOTAL ASSETS LESS CURRENT LIABILITIES

4,896,798

3,749,987

PROVISIONS FOR LIABILITIES

12

11,853

9,972

NET ASSETS

4,884,945

3,740,015

CAPITAL AND RESERVES

Called up share capital

13

125

125

Retained earnings

14

4,884,820

3,739,890

SHAREHOLDERS' FUNDS

4,884,945

3,740,015

The financial statements were approved by the Board of Directors and authorised for issue on 31 July 2026 and were signed on its behalf by:

M S Bigley - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

125

3,081,332

3,081,457

Changes in equity

Total comprehensive income

-

658,558

658,558

Balance at 31 December 2024

125

3,739,890

3,740,015

Changes in equity

Total comprehensive income

-

1,144,930

1,144,930

Balance at 31 December 2025

125

4,884,820

4,884,945

1.	STATUTORY INFORMATION

Britam Shipping 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

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

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volumed rebates.

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

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

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculate by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

Tangible fixed assets

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

Plant and machinery

-

25% on cost

Fixtures and fittings

-

25% on cost

Computer equipment

-

25% on cost

Taxation

Taxation for the year comprises current and deferred 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 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 statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

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.

Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset , with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors , amounts due from parent company and cash and bank balances,are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and amounts due to connected companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

2,619,798

2,426,572

Social security costs

325,203

259,327

Other pension costs

101,380

85,351

3,046,381

2,771,250

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

2025

2024

Employees

51

47

2025

2024

£

£

Directors' remuneration

97,264

99,582

Directors' pension contributions to money purchase schemes

60,000

35,000

4.	OPERATING PROFIT

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

2025

2024

£

£

Hire of plant and machinery

17,983

17,722

Other operating leases

283,604

253,567

Depreciation - owned assets

17,372

49,193

Auditors' remuneration

17,860

17,250

Auditors' remuneration for non audit work

3,770

3,520

Foreign exchange differences

26,633

(105,995

)

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank interest

-

61

Corporation Tax interest

-

12,122

-

12,183

6.

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

185,490

131,540

Prior year tax adjustment

1

-

Total current tax

185,491

131,540

Deferred tax

1,881

(4,687

)

Tax on profit

187,372

126,853

7.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Computer

machinery

fittings

equipment

Totals

£

£

£

£

COST

At 1 January 2025

86,088

1,075

101,387

188,550

Additions

-

11,651

13,243

24,894

At 31 December 2025

86,088

12,726

114,630

213,444

DEPRECIATION

At 1 January 2025

83,657

67

64,938

148,662

Charge for year

1,056

677

15,639

17,372

At 31 December 2025

84,713

744

80,577

166,034

NET BOOK VALUE

At 31 December 2025

1,375

11,982

34,053

47,410

At 31 December 2024

2,431

1,008

36,449

39,888

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

3,568,109

3,976,678

Amounts owed by group undertakings

6,849,907

3,998,055

Other debtors

102,754

98,510

VAT

172,845

146,695

Prepayments

258,448

86,794

10,952,063

8,306,732

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Bank loans and overdrafts (see note 10)

2,309,446

2,879,340

Trade creditors

3,117,945

2,159,880

Amounts owed to group undertakings

1,230,090

-

Social security and other taxes

93,646

86,132

Other creditors

18,842

17,354

Accruals

552,694

797,215

7,322,663

5,939,921

10.

LOANS

An analysis of the maturity of loans is given below:

2025

2024

£

£

Amounts falling due within one year or on demand:

Bank overdrafts

2,309,446

2,879,340

11.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

9,464

9,464

Between one and five years

33,124

37,856

In more than five years

-

4,732

42,588

52,052

12.	PROVISIONS FOR LIABILITIES

2025

2024

£

£

Deferred tax

11,853

9,972

Deferred

tax

£

Balance at 1 January 2025

9,972

Provided during year

1,881

Balance at 31 December 2025

11,853

13.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

500

Ordinary 25p

25p

125

125

14.

RESERVES

Retained

earnings

£

At 1 January 2025

3,739,890

Profit for the year

1,144,930

At 31 December 2025

4,884,820

15.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the years ended 31 December 2025 and 31 December 2024:

2025

2024

£

£

P A Neary

Balance outstanding at start of year

-

-

Amounts advanced

-

60,000

Amounts repaid

-

(60,000

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

-

-

R P Clarke

Balance outstanding at start of year

-

10,000

Amounts advanced

-

120,000

Amounts repaid

-

(130,000

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

-

-

16.	ULTIMATE CONTROLLING PARTY

The parent company is Emerge Ecommerce Limited, a company incorporated in England and Wales

The ultimate parent company is Emerge Global Ltd., a company incorporated in England and Wales.

Shares in the ultimate parent company are such that no individual is able to exercise sole control over the company nor the group.