The directors present the strategic report for the year ended 31 March 2026.

Objectives

Our objective is to provide commercial and industrial organisations a one-stop-solution for collecting and treating hazardous and specialist waste streams. Waste is an unwanted biproduct of a process or activity. Our aim is to recover value from our customers’ waste, while at the same time minimise the environmental impact of collection, treatment and recovery.

By focusing on our core values of environmental best practice, quality of service and best value, we aim to be our customers’ preferred choice for managing most forms of hazardous and specialist waste streams, across the UK. This is achieved through continual improvement, innovation and investment, with the aim to maximise reuse, recover value and recycle, while all but eliminating landfill.

Financial Performance

Despite the challenging economic backdrop, we have experienced robust top-line growth this year with turnover increasing 14.1% to £74.3m (2024/25: £65.1m), while Group PBT decreased 28.0% to £3.0m (2024/25: £4.2m), reflecting the additional costs of integration and the administrative expenses of the business acquired during the financial year, continued inflationary pressure on rates and increased labour costs, along with increased levels of depreciation following further investment in the fleet.

Despite the challenges, we have been able to strengthen our management team over the last year, with a number of high-calibre individuals joining the business. Our focus is to invest in the advancement of our own talent, while recruiting candidates who demonstrate the right values, rather than selecting solely on experience and qualifications alone.

The growth in sales was driven in large part by the CleanEco acquisition in August 2025. At the same time the costs of integration have been far higher than expected, while existing debts and contractual liabilities have had an impact in this FY.

In addition to the purchase of Cleaneco, our capital expenditure reached £7.5m for the year.

Over the year we continued our investments in both our Service and Recycling Centres. This included £0.8m in our Liverpool treatment facility, £0.2m investment in our Elland Battery Recycling facility and £0.3m in a new plastics recovery process in Packcare, our industrial packaging plant. A further £0.5m was invested in our vape processing project and in new plant for a phase 2 portable battery facility. Over the last year, we have continued our focus on consolidating our existing business operations, improving both performance and standards. To ensure all our colleagues understand and support the essential pillars of success, we have focused our investment and training around:

• Health and Safety

• Service Quality

• Improved productivity

Customer retention has remained high with virtually no losses from our regular clients. We took the opportunity to transition from reconditioning household returns for major retailers to focusing on repairing and remarketing warranty returns. With innovation and a tight control on costs, while keeping to our policy of offering an efficient and reliable service, maximising customer rebates from reuse, recycling and recovery, and all but eliminating landfill, continues to be the foundation of our success.

WasteCare Compliance Plc has won a number of new members through the year. At the same time, as a Group we generate the majority of our members’ evidence from the batteries, packaging and WEEE that we collect from our customers. In this way we are in a unique position to control and know our future costs, removing the risks and being able to offer competitive costs of compliance.

Despite the economic challenges, the Board is pleased with the overall financial performance of WasteCare Group Limited.

Our focus is to all but eliminate landfill throughout the business.

The business is committed to continual investment in R&D for new technology and developing our capabilities. A number of R&D projects are currently under construction and will be completed within the next financial year. These include a new and expanded portable battery treatment process, a full-scale vape recovery process, and a secondary fuel process that will reduce our natural gas requirement.

Our success depends on the quality, commitment and hard work of all our colleagues. I would like to take this opportunity to thank everyone who has contributed to the Group's continued success.

Highlights of 2025/26

1. Purchase of the CleanEco Group has given us two treatment facilities in Hull and one in Birstall.

2. We now own and operate the most modern aerosol can recycling plant in the UK, recovering steel, aluminium and high-CV hydrocarbon for use as an alternative fuel. We continue to aspire to carbon neutrality within the not too distant future.

3. We have enhanced our HDPE recycling capability, trebling production capacity and enabling us to take in more contaminated plastic packaging, producing a high-grade granulate for remanufacturing, as well as generating evidence for the circular economy.

4. Following successful e-cigarette recycling trials, we are pressing ahead with our Vaperator and are currently constructing a pilot plant at our Avonmouth facility. With zero air emissions and no human exposure to the process, we believe we will be the first in Europe to offer a safe, low-cost solution to help end the scourge of discarded vapes. A patent for the Vaperator is currently pending.

5. The continuing growth of the Hisense brand in the UK has enabled our ApplianceCare division to shift emphasis from recycling discarded white goods to reducing and reusing warranty returns and orphaned appliances. In doing so, we are able to return greater value to producers and retailers while providing savings for consumers.

6. Following a successful collaboration with Podback, the national consortium of coffee pod producers, we now operate the largest coffee pod recycling and recovery process in the UK. With over 120 million pods recycled in the first year, we are expecting significant growth over the next three years — with zero to landfill and the return of both the recovered plastics and aluminium for remanufacture, while the recovered coffee grounds go to energy generation and the production of compost.

7. We were pleased to add Rentokil Initial and two regional police authorities to our recently launched specialist confidential services portfolio.

8. We have invested over £7m in the past 12 months in upgrading our transport fleet and facilities.

9. During the year, the Group continued to diversify its customer base and expand into new sectors, reinforcing our position as a market leading hazardous and specialist provider.

The year ahead

1. We will be completing the purchase of two sites to expand both the Liverpool and Bloxwich facilities. At the same time, we are looking to open a new facility in the North East.

2. Following the completion of the Vape Recycling facility in Avonmouth, we are constructing a new portable battery recycling facility in Elland with an initial processing capacity of 10,000 tonnes per year.

3. Following the recent investment in logistics and new sites, the business will be completing the transition to higher-margin processes to meet our commitments to continuous safety, quality and productivity improvements.

Environmental Impact and SECR

Our primary function is to recover resources from waste. It should go without saying that this is only beneficial to the wider environment if there is a net energy saving. The Companies Act (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 implement the government's policy on Streamlined Energy and Carbon Reporting (SECR). The regulation came into effect on 1 April 2019 and the Company is required to report the emissions and energy consumption for this year to 31 March 2026 to coincide with the financial reporting period. Following a total company usage methodology 7,459 Te CO2e was produced. As an intensity measure the Directors consider CO2e production per pound of profit before interest and tax (PBIT) to be most appropriate. 2.0kg per pound of PBIT was produced in the year and the company aims to lower this where possible in the future.

Business Strategy

The Board is confident that the Government's Resources and Waste Strategy and the adoption of the Circular Economy Package have set a framework for the sector to develop and invest in new capacity and technologies.

Principal risks and uncertainties

The Waste Management sector is highly regulated. A continuing challenge faced by the WasteCare Group centres on developing solutions to the changes in legislation across the market segments in which we operate. We are mindful of our responsibility to guide our clients through the maze of legislation to help ensure they are compliant, as well as making sure we handle all types of waste safely, whilst adopting environmental best practice. We manage the impact of legislative changes within the waste industry, on both our business and our customers by ensuring that we are actively involved and affiliated with a range of organisations representing the interests of the waste industry. While the direction of travel is clear, we believe the UK government will slow the rate of change while economic pressures remain high.

Managing Risk

The Board regularly reviews the potential risks to the business. These are subdivided into safety, environmental, regulatory compliance, commercial and financial risk.

CSR

WasteCare is committed to conducting its business operations in an open and responsible manner. We recognise the need to continually improve our operations to reduce our impact on the environment, as well as improve our processes to ensure the safety and welfare of our colleagues. We aim to be a good neighbour at each of our sites, whilst minimising the impact of our operations on the wider community. We are committed to minimising landfill, avoiding the export of waste, reducing our carbon footprint and becoming self-sufficient in energy use, including providing fuel for our transport fleet. We are committed to helping the waste management sector in developing regulations and policy as well as taking an active role with Government departments and the Environment Agency.

Employees

Our people are central to everything we do. With over 450 colleagues across our national network of service and recycling centres, we continue to invest in their development, safety and wellbeing.

Health and Safety remains the highest priority for the Board, Management and Employees across the Group. Our accident frequency rate (AFR) is continuously monitored, and improvement actions are implemented.

Sector Reviews

WasteCare Ltd

WasteCare Ltd, established in 1982, remains the foundation of the Group, providing a unique waste management solution to industry and commerce via a nationwide collection service, along with sustainable permitted recycling, recovery and reuse solutions with full traceability, for most types of hazardous and difficult waste.

Divisions within WasteCare include:

• Data destruction

• Domestic appliance recycling and reuse

• High temperature recovery for clinical and pharmaceutical waste

• Industrial chemical and effluent treatment

• Industrial packaging reconditioning

• IT and electronic equipment refurbishment and reuse

• Laboratory and chemical smalls treatment

• Metal decontamination and recovery

• On-site shredding and destruction

• Plastic recycling

• Precious metal recover

• Used cooking oil processing to supply the bio-fuel market

WasteCare Compliance Plc

Established in 2007, the company was the first WEEE compliance scheme to be approved by the Environment Agency. The scheme was established to meet the needs of all electrical and electronic producers who supply equipment both to businesses and consumers. It is now the largest scheme by membership, an achievement built on providing an outstanding service to our members whilst offering exceptional value for money. In 2010 we launched BatteryBack, again the first portable battery producer compliance scheme. Along with Packcare, our packaging producer compliance scheme, we remain the only compliance schemes that publish fixed prices in advance. This is possible because we generate the evidence through our own AATFs and ABTOs, from the WEEE, batteries and packaging collected from our customers and processed in-house, within the Group.

CleanEco Group

The CleanEco Group has two main trading entities which are CleanTank Ltd and CleanPak Ltd. CleanTank handles plastic packaging reconditioning and CleanPak offers secure destruction services and aerosol recycling. CleanEco offers significant of synergies for Wastecare in both the processing capabilities and their customer base.

The Board of Directors of WasteCare Group Limited consider that both individually and together for the year ended 31 March 2026 they have acted in the way they consider, in good faith, would be the most likely to promote the success of the Group for the benefit of its members as a whole and having regard to the matters set out in s172 (1)(a-f) as below:

a)    The likely consequences of any decision in the long term;

b)    The interests of the Group’s employees;

c)    The need to foster the Group’s business relationships with suppliers, customers and others;

d)    The impact of the Group’s operations on the community and the environment;

e)    The desirability of the Group maintaining a reputation for high standards of business conduct; and

f)    The need to act fairly between members of the Group.

The directors make decisions by taking their legal duty into account and also the priorities and requirements of the stakeholders.

a)    The likely consequences of any decision in the long term

The directors have regard to the likely consequences of their decisions on the long-term objectives and sustainability of the Group, its stakeholders and the community whilst also preserving its values and culture. With this in mind, when a dividend is proposed it is important to confirm the availability of distributable reserves whilst also considering cash requirements for future investment and without prejudicing the position of other creditors. We are a business built on our standards and reputation and would not take a decision which would have a detrimental impact on this whether in the short term or the long term. We are dedicated to ensuring we maintain our culture whilst achieving our purpose.

b)    The interests of the Group’s employees

Our employees are key, so it is very important that they have the right attitude and the drive to create ideas and set high standards. All employees are encouraged to be honest and regular discussions are held with employees. The directors make an effort to visit our locations to talk to the employees which gives them the opportunity to hear their ideas and see first-hand where any improvements can be made.

c)    The need to foster the Group’s business relationships with suppliers, customers and others

We carry out our business with similar-minded people who we like and build on this to forge strong and lasting partnerships which is important for our long-term success.

d)    The impact of the Group’s operations on the community and the environment

We are proud to be part of the local and wider communities. It is our aim to create opportunities to recruit and develop local people and to understand the local issues that are important to the community and what we can do to support it.

e)    The desirability of the Group maintaining a reputation for high standards of business conduct

All new employees get a New Starter Pack which documents our history, standards, equal opportunities and training programme (among other things). All employees have easy access to our Operating Procedures and Codes of Conduct and understand the requirement for them to comply with the Group’s high standards of business conduct at all times. Any issues of non-compliance with any of our policies can be dealt with in confidence.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 March 2026.

The results for the year are set out on page 15.

Ordinary dividends were paid amounting to £199,049. The directors do not recommend payment of a further dividend.

No preference dividends were paid. The directors do not recommend payment of a final dividend.

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

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The Group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

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

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

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

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

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

• select suitable accounting policies and then apply them consistently;

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

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

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

The directors are 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 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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

We have audited the financial statements of WasteCare Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2026 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 March 2026 and of the group's profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

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

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

Other information

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

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 directors' remuneration specified by law are not made; or

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

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

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

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

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

•    we identified the laws and regulations applicable to the group through discussions with management,     and from our commercial knowledge and experience of the sector;

•    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, including Companies Act 2006, taxation legislation,     data protection, anti-bribery, employment, environments and health and safety legislation;

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

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

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

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

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

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

•    tested journal entries to identify unusual transactions;

•    assessed whether judgements and assumptions made in determining accounting estimates were indicative     of potential bias; and

•    investigated the rationale behind significant or unusual transactions.

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

•    agreeing financial statement disclosures to underlying supporting documentation; and

•    enquiring of management as to actual and potential litigation and claims.

There are inherent limitations in our audit procedures described above. The more removed those laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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

Use of our report

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

The notes on pages 22 to 47 form part of these financial statements.

The notes on pages 22 to 47 form part of these financial statements.

The notes on pages 22 to 47 form part of these financial statements.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £345,053 (2025 - £534,135 profit).

The notes on pages 22 to 47 form part of these financial statements.

WasteCare Group Limited (the 'company') is a private limited company limited by shares incorporated in England and Wales. The company's registration number is 03280384.

The address of its registered office and principal place of business is Argent House, Tyler Close, Normanton, England, WF6 1RL.

The principal activity of the group is the collection, treatment and recycling of commercial and industrial waste streams, and the provision of compliance recycling schemes.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

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

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

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

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

In the parent company financial statements, 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. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Wastecare Group 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 March 2026. 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.

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

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

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.

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and assets in the course of construction are not depreciated.

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.

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks 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 stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

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

The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

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

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

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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 group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future 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.

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

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

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group 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 group.

The tax expense represents the sum of the tax currently payable and deferred 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 liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the 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 if, and only if, there is 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.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the group in independently administered funds.

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

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

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

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

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

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

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.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The critical judgements and estimates that have had the most significant effect on amounts recognised in the financial statements.

In assessing whether there have been any indicators of impaired assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability.

The Group depreciates tangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes.

Judgement is applied by management when determining the residual values for all fixed assets, particularly property, plant & equipment. When determining the residual value, management aim to assess the amount that the Group would currently obtain for the disposal of the asset if it were already of the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices.

The Group holds inventories comprising waste electrical equipment, batteries, oils and fats, IT and household appliances, containers and other materials generated or recovered through the normal course of its operations. Inventories are stated at the lower of cost and net realisable value, with net realisable value representing the estimated selling price less costs to complete and sell.

The valuation of inventory requires management to exercise judgement and make estimates in relation to the allocation of direct costs, the assessment of recoverability and the determination of expected selling prices and associated disposal costs. These estimates are based on the most recent available information, including market conditions, historical recovery rates and expected future demand existing at the reporting date.

The Group participates in a number of compliance schemes for which income is recognised over the period in which the related services are provided. As the schemes do not align with the Group’s financial year end, management is required to estimate the amount of income earned up to the reporting date and determine the appropriate levels of accrued and deferred income.

The calculation of accrued and deferred income involves estimation of the total scheme income attributable to the relevant scheme periods and an assessment of the extent to which the Group has satisfied its performance obligations at the reporting date. These estimates are based on the most recent information available, including contractual arrangements, scheme data, historical trends and current operational activity.

The Group holds stock of waste batteries which are measured at the lower of cost and net realisable value. Determining the net realisable value of this stock requires significant management estimation and judgement. Net realisable value is assessed by estimating the amount recoverable through the sale of recycling evidence to scheme members, less the costs expected to be incurred in fulfilling the associated recycling obligations.

In estimating recoverable value, management determines an appropriate value per tonne of waste batteries using historical sales data, current market conditions and other relevant available information at the reporting date. Management is also required to estimate the costs necessary to fulfil the company’s recycling obligations arising from the sale of recycling evidence. These costs are recognised within a provision for treatment obligations ("cost to treat accrual").

The calculation of the cost to treat accrual requires significant judgement as the ultimate costs incurred will depend on how the obligation is fulfilled. The Group may satisfy its obligations through the operation of its own recycling facilities or by engaging third-party recycling providers. The estimate incorporates expected processing and treatment costs, directly attributable labour, an allocation of relevant overheads and the anticipated costs of recycling battery types that cannot be processed internally.

Management uses all relevant historical experience and current operational, commercial and regulatory information when determining these estimates. Changes in recycling efficiency, market values for recycling evidence, regulatory requirements or third-party processing costs could result in material changes to the carrying value of inventory and the related treatment provision in future reporting periods.

Contingent consideration arising on business combination

The acquisition agreement relating to CleanEco Group Limited and its subsidiary undertakings contains provisions under which additional consideration may become payable upon the occurrence of specified future events and/or the achievement of certain performance conditions.

Management has reviewed the terms of the agreement and assessed the likelihood of any additional consideration becoming payable. Having considered all relevant facts and circumstances existing at the reporting date, the Directors do not believe that a material liability exists which requires recognition beyond the amounts reflected in these financial statements. The assessment involves judgement regarding the interpretation of the agreement and the likelihood of future events occurring.

As the ultimate outcome remains dependent upon future events, the actual amount payable, if any, may differ from management's current assessment.

Business combination accounting and purchase price allocation

As part of the acquisition of CleanEco Group Limited and its subsidiary undertakings during the year, management performed a purchase price allocation exercise to determine the fair value of the identifiable assets acquired and liabilities assumed at the acquisition date. This process required the exercise of judgement in identifying the assets and liabilities acquired and assessing whether any adjustments to their carrying values were required to reflect fair value.

Management reviewed the nature and value of the assets and liabilities acquired, taking into account all relevant information available at the acquisition date. Based on this assessment, the fair values applied within the consolidated financial statements are considered to appropriately reflect the acquisition-date values of the identifiable net assets acquired. The resulting residual balance has been recognised as goodwill.

The Directors are satisfied that the purchase price allocation has been appropriately reflected within the consolidated financial statements and that no further material fair value adjustments have been identified. However, the assessment involved the application of judgement and estimates in respect of the valuation of the acquired net assets and the determination of goodwill arising on acquisition.

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

Their aggregate remuneration comprised:

During the year retirement benefits were accruing to 3 directors (2025 - 2) in respect of defined contribution pension schemes.

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

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Land with the fair value of £13,739,748 has been included within Freehold property.

Details of the company's subsidiaries at 31 March 2026 are as follows:

For the period ended 31 March 2026, the following companies were exempt from audit under section 479A of the Companies Act 2006:

• CleanEco Group Limited (11758548)

• CleanPak Limited (08043703)

• CleanTank Limited (07152671)

• Circular Polymers Limited (10582594)

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

Hire purchase creditors are secured on the assets to which they relate including assets held by group companies.

The invoice discounting facility is secured by fixed and floating charges over the company's assets.

Included within other creditors is an amount of £2,000,000 relating to funding received in connection with a proposed joint venture arrangement. Following the year end, the proposed transaction did not proceed and the funding was repaid in full.

The long-term loans are secured by fixed and floating charges over the assets of the group.

The invoice discounting facility is secured by fixed and floating charges over the assets of the group.

Loans repayable by January 2036

These loans are repaid at £25,150 per month and incur interest at a rate of 2.9% per annum.

Loans repayable by June 2032

These loans are repaid £92,000 per quarter and incur interest at a rate of 5.03% per annum.

Loans repayable by November 2035

These loans are repaid £125,000 per quarter and incur interest at a rate of 6.11% per annum

Hire purchase creditors are secured on the assets to which they relate including assets held by group companies.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

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

The pension cost charge represents contributions payable by the group to the fund and amounted to £700,253 (2025 - £740,098). Contributions totalling £79,330 (2025 - £66,197) were payable to the fund at the reporting date and are included in creditors.

The 'Ordinary shares' of £1 each have full voting, dividend and capital distribution rights. The Ordinary 'A', 'B' and 'C' Shares of 1p each have full voting rights but confer no right to dividend. In the event of a sale of the company specific rights are attached to these shares. No shares in the company are redeemable.

The following shares were repurchased in the year.

The equivalent amount has been added to the Capital Redemption Reserve.

This reserve records the amount above the nominal value received for shares issued.

This reserve records the gains and losses recognised on revaluation of freehold properties.

This reserve records the nominal value of shares repurchased by the company.

Profit & loss account

This reserve represents cumulative retained profits and losses net of dividends declared.

On 8 August 2025 the group acquired the business of CleanEco Group Entities.

Since acquisition, CleanEco contributed £4.5m of turnover and £534.1k of loss before taxation.

Financial commitments, guarantees and contingent liabilities

The Group has entered into a number of financing arrangements with its banking and invoice finance providers. These arrangements are secured by fixed and floating charges over substantially all of the assets and undertakings of certain Group companies.

On 27 October 2025, certain subsidiary undertakings granted debentures in favour of RBS Invoice Finance Limited in connection with invoice finance facilities. These debentures include fixed and floating charges over substantially all of the assets and undertakings of the relevant companies.

On 31 October 2025, certain Group companies granted debentures in favour of National Westminster Bank plc, acting as Security Agent for the secured parties. These debentures contain fixed and floating charges over substantially all of the assets and undertakings of the relevant Group companies and include customary restrictive covenants.

The Group has also granted security in favour of Barclays Bank PLC, Close Invoice Finance Limited and GMAC Commercial Finance plc in respect of financing arrangements. Such security comprises fixed charges over certain assets, including receivables, property, intellectual property and other specified assets, together with floating charges over the remainder of the relevant companies' undertakings and assets.

In addition, certain Group companies are parties to cross-guarantee arrangements in favour of National Westminster Bank plc in respect of finance facilities made available to other members of the Group. These guarantees are supported by debentures incorporating fixed and floating charges over the assets and undertakings of the relevant entities.

Accordingly, substantially all of the Group's assets are subject to fixed and floating charge security arrangements in favour of its lenders in connection with the Group's banking and financing facilities.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Amounts contracted for but not provided in the financial statements:

These relates to Motor Vehicles, Plant & Machinery and Land & Building Upgrades.

During the year the company paid dividends of £199,049 (2025 - £81,632) to the directors.

At 31 March 2026 the group was owed £117,379 by the directors (2025 - £172,491).

The Company was controlled throughout the period by P T Hunt by virtue of his ownership (direct and indirect) of the majority of the Company's issued share capital.

On 14 July 2026, Circular Polymers Limited, a subsidiary undertaking of the Group, was dissolved. At the year end, the company had net liabilities of £21.