Company registration number 02213734 (England and Wales)
ANTHONY ROWCLIFFE AND SON LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
ANTHONY ROWCLIFFE AND SON LIMITED
COMPANY INFORMATION
Directors
Michael Chatters
Naigee Gopal
Secretary
Prism Cosec Limited
Company number
02213734
Registered office
Grosvenor House
London Road
Redhill
England
RH1 1LQ
Auditor
KLSA LLP
Kalamu House
11 Coldbath Square
London
EC1R 5HL
Bankers
Natwest Bank Plc
Parklands
De Havilland Way
Horwich
Bolton
BL6 4YU
HSBC UK Bank PLC
RMS Dept Level 2
62-76 Park Street
London
SE1 9DZ
ANTHONY ROWCLIFFE AND SON LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 27
ANTHONY ROWCLIFFE AND SON LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Business review

For the year ending 31 December 2025, company turnover was £16.36 million, with sales up 3% from last year. The pre-tax loss was £167k in 2025, compared to £872k in 2024.

 

The business environment continues to pose significant challenges due to prevailing economic conditions, including price pressures from food inflation, heightened competition, and fluctuating demand for products. The company’s strategic priority is to drive sales growth among existing customers and to strengthen margins. The directors remain committed to refining the business structure by implementing rigorous cost controls and enhancing operational efficiencies throughout all departments to restore profitability.

 

Environmental policy

The company aims to tackle sustainability challenges and reduce environmental impact where possible, though this may raise operational costs.

Principal risks and uncertainties

The business management and implementation of company strategy involve multiple risks, which are continuously reviewed and addressed by the senior management team to reduce potential impact.

 

Trading risks include product placements with major retailers and food service clients, competition from other wholesalers, difficulties in obtaining price increases and rising labour and costs in general that reduce margins.

 

Foreign currency risk

The company's principal foreign currency exposures arise from imported products from overseas companies paid in foreign currencies.

 

Management consistently monitors exchange rates for Euros and Swiss Francs, given their direct influence on product costs. The volatility of the GBP relative to these currencies during the period affected the purchase prices of the company's products. Reducing foreign currency risk is done by ordering bulk supplies when exchange rates are favorable.

 

Financial risk management

The company oversees credit, liquidity, and interest rate risks using KPIs. The Board reviews net debt, banking facilities, and free cash flows monthly to ensure sufficient working capital for operations.

Development and performance

The directors plan to keep evaluating the company's organizational structure, implementing improved systems and processes to increase efficiency and support future growth and profitability.

Key performance indicators

The directors monitor progress and performance using a number of key performance indicators. The key performance indicators of the company are net profit margin and turnover.

 

The company measures it’s KPIs, focused on sales and operating costs;

- Sales value versus previous year, budget, and forecasts

- DSO and BPDSO

- Gross margin % sales

- Labour costs % sales

- Packaging & Labelling % sales

- Transport % Sales

- Company overheads % sales

 

The principal non-financial performance indicators for the company include customer service levels and satisfaction, quality assurance, and stakeholder engagement. These metrics are evaluated monthly by senior management. The Board actively seeks input from customers and stakeholders to inform continuous improvement efforts.

ANTHONY ROWCLIFFE AND SON LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Going concern

With support from its parent company, the directors expect sufficient resources for ongoing operational and financial improvement, including additional funding if needed. The company is continuing with its review of its structure to priorities sales and profitability, ensuring financial statements remain prepared on a going concern basis.

On behalf of the board

Naigee Gopal
Director
25 August 2026
ANTHONY ROWCLIFFE AND SON LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company continued to be that of importers and wholesalers of cheeses and other products.

Results and dividends

The results for the year are set out on page 9.

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

Directors

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

Michael Chatters
Naigee Gopal
Herve Bouchet
(Resigned 12 November 2025)
Auditor

The auditor, KLSA LLP, were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a Board Meeting.

Statement of directors' responsibilities

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 company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

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.

 

 

 

 

ANTHONY ROWCLIFFE AND SON LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
Statement of disclosure to auditor

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 company’s auditor 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 company’s auditor is aware of that information.

 

 

 

 

On behalf of the board
Naigee Gopal
Director
25 August 2026
ANTHONY ROWCLIFFE AND SON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ANTHONY ROWCLIFFE AND SON LIMITED
- 5 -
Opinion

We have audited the financial statements of Anthony Rowcliffe and Son Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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:

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

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:

ANTHONY ROWCLIFFE AND SON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ANTHONY ROWCLIFFE AND SON LIMITED (CONTINUED)
- 6 -
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 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:

Responsibilities of directors

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 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.

Auditor's responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Extent to which the audit was considered capable of detecting irregularities, including fraud and non-compliance with laws and regulations

To identify risks of material misstatement due to any irregularities, including fraud and non-compliance with laws and regulations, we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

 

 

ANTHONY ROWCLIFFE AND SON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ANTHONY ROWCLIFFE AND SON LIMITED (CONTINUED)
- 7 -

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

 

 

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

 

 

To address the risk of non-compliance with laws and regulations, we communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

The company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation) and taxation legislation (including payroll taxes) and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statements items.

 

The Company is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of the Company’s license to operate. We identified the following areas as those most likely to have such an effect: UK Company law that regulates corporations formed under the Companies Act 2006 and HMRC laws and regulations relating to submissions of applicable taxes and documents. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

 

We communicated identified fraud risks and non-compliance with laws and regulations with those charged with governance, throughout the audit team and remained alert to any indications throughout the audit.

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through 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.

 

 

 

 

 

 

ANTHONY ROWCLIFFE AND SON LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ANTHONY ROWCLIFFE AND SON LIMITED (CONTINUED)
- 8 -

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 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 company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Shilpa Chheda (Senior Statutory Auditor)
For and on behalf of KLSA LLP, Statutory Auditor
Chartered Accountants
Kalamu House
11 Coldbath Square
London
EC1R 5HL
25 August 2026
ANTHONY ROWCLIFFE AND SON LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
16,355,425
15,874,686
Cost of sales
(11,955,056)
(11,810,110)
Gross profit
4,400,369
4,064,576
Distribution costs
(1,014,705)
(1,143,582)
Administrative expenses
(3,535,882)
(3,735,065)
Other operating income
24,669
-
0
Operating loss
4
(125,549)
(814,071)
Interest receivable and similar income
7
587
709
Interest payable and similar expenses
8
(41,815)
(58,245)
Loss before taxation
(166,777)
(871,607)
Tax on loss
9
6,530
43,575
Loss for the financial year
(160,247)
(828,032)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

ANTHONY ROWCLIFFE AND SON LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
£
£
Loss for the year
(160,247)
(828,032)
Other comprehensive income
-
-
Total comprehensive income for the year
(160,247)
(828,032)
ANTHONY ROWCLIFFE AND SON LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
72,774
105,938
Current assets
Stocks
12
816,735
710,347
Debtors
13
3,825,702
3,388,039
Cash at bank and in hand
65,088
122,020
4,707,525
4,220,406
Creditors: amounts falling due within one year
14
(4,479,289)
(3,858,557)
Net current assets
228,236
361,849
Total assets less current liabilities
301,010
467,787
Provisions for liabilities
Deferred tax liability
16
10,572
17,102
(10,572)
(17,102)
Net assets
290,438
450,685
Capital and reserves
Called up share capital
18
109
109
Share premium account
19
127,084
127,084
Profit and loss reserves
163,245
323,492
Total equity
290,438
450,685

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 25 August 2026 and are signed on its behalf by:
Naigee Gopal
Director
Company registration number 02213734 (England and Wales)
ANTHONY ROWCLIFFE AND SON LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2024
109
127,084
1,151,524
1,278,717
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(828,032)
(828,032)
Balance at 31 December 2024
109
127,084
323,492
450,685
Year ended 31 December 2025:
Loss and total comprehensive income
-
-
(160,247)
(160,247)
Balance at 31 December 2025
109
127,084
163,245
290,438
ANTHONY ROWCLIFFE AND SON LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
22
(1,194,427)
92,714
Interest paid
(41,815)
(58,245)
Net cash (outflow)/inflow from operating activities
(1,236,242)
34,469
Investing activities
Proceeds from disposal of intangibles
-
0
69,689
Purchase of tangible fixed assets
(22,769)
(6,689)
Proceeds from disposal of tangible fixed assets
3,234
-
0
Interest received
587
709
Net cash (used in)/generated from investing activities
(18,948)
63,709
Financing activities
Proceeds from borrowings
1,200,000
-
0
Proceeds from derivatives
-
0
1,742
Repayment of derivatives
(1,742)
-
0
Net cash generated from financing activities
1,198,258
1,742
Net (decrease)/increase in cash and cash equivalents
(56,932)
99,920
Cash and cash equivalents at beginning of year
122,020
22,100
Cash and cash equivalents at end of year
65,088
122,020
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
1
Accounting policies
Company information

Anthony Rowcliffe and Son Limited is a private company limited by shares incorporated in England and Wales. The registered office is Grosvenor House, London Road, Redhill, England, RH1 1LQ.

1.1
Accounting convention

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. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Anthony Rowcliffe and Son Limited is a wholly owned subsidiary of Ambrosi (UK) Limited, whose parent company is Lactalis Mclelland Limited. Lactalis Mclelland Limited is a wholly owned subsidiary of B.S.A. International S.A. and is regarded by the directors as the ultimate parent company. The results of Anthony Rowcliffe and Son Limited are included in the consolidated financial statements of B.S.A. International S.A. which are available from Via 42 F rue des Veterinaires - 1070 Bruxelles.

1.2
Going concern

The company operations are financed by equity, related parties and bank facilities.true

 

The directors consider that the preparation of the accounts on a going concern basis is appropriate as the company has the on-going support of Groupe Lactalis, its ultimate parent company.

 

At the reporting date, the net loss incurred by the company was £167k (2024: £872k).

 

The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for at least twelve months following approval of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts with no material uncertainty.

 

At the time of approving the financial statements, the directors have a reasonable expectation that the company 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.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for sale of goods 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.

ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -

Sale of goods

 

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

Interest income

Interest income, is recognised using the effective interest method.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Internally generated intangible assets are recognised separately from goodwill at the date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Development costs
Fully written off
1.5
Tangible fixed assets

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:

Plant and equipment
At varying rates on cost and various rates over useful life
Furniture and fittings
Straight line basis over useful lives
Office software and IT equipment
At varying rates on cost and various rates over useful life

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 credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company 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.

1.7
Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.

ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -

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.

1.8
Cash and cash equivalents

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.

1.9
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 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

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.

Impairment of financial assets

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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company 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.

ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
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 loans from fellow group 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.

Other financial liabilities

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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
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.

1.11
Derivatives

The company enters into foreign exchange time options in order to manage its exposure to foreign exchange risk.

The company has entered into foreign exchange time options with a bank to manage the currency risk between British Pounds and Euros and between British Pounds and Swiss Francs. The foreign exchange time options are based on expected purchases from foreign currency suppliers on the specific dates. At each financial year-end, the changes in the fair value of the derivatives is recognised in profit or loss.

1.12
Taxation

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

ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax 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.

1.13
Employee benefits

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

1.14
Retirement benefits

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

 

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.16

Finance costs

Finance costs are charged to profit and loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instruments.

1.17

Comparative periods

There were no changes in comparative figures during the year.

ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Trade Receivables

- Impairment of trade receivables - The directors review the portfolio of trade receivables on an annual basis. In determining whether receivables are impaired, the directors make judgement as to whether there is any evidence indicating that there is a measurable decrease in the estimate future cash flows expected.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The directors makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results.                            

The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are disclosed below.

Useful lives, depreciation methods and residual values of tangible fixed assets and intangible fixed assets

Management reviews the useful lives, depreciation methods and residual values of the items of intangible fixed assets and tangible fixed assets and on a regular basis. During the year, the directors determined no significant changes in the useful lives and residual values. The carrying amounts of intangible fixed assets and tangible fixed assets are disclosed in notes 10 and 11 respectively.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sale of goods
16,355,425
15,874,686
2025
2024
£
£
Other revenue
Interest income
587
709
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
4
Operating loss
2025
2024
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
60,454
(147,712)
Fees payable to the company's auditor for the audit of the company's financial statements
19,000
18,395
Depreciation of tangible fixed assets
52,699
95,529
Operating lease charges
289,276
420,851
5
Employees

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

2025
2024
Number
Number
Directors
3
3
Production
27
34
Sales and administration
20
20
Total
50
57

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
1,624,145
1,990,731
Social security costs
185,488
170,916
Pension costs
30,423
39,654
1,840,056
2,201,301
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
-
0
344,350
Company pension contributions to defined contribution schemes
-
6,896
-
0
351,246
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
6
Directors' remuneration
(Continued)
- 21 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
n/a
344,350

As total directors' remuneration was less than £200,000 in the current year, no disclosure is provided for that year.

7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
587
709
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
587
709
8
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost
Interest on bank overdrafts and loans
41,658
58,245
Other finance costs
Other interest
157
-
0
41,815
58,245
9
Taxation
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
(6,530)
(43,575)
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Taxation
(Continued)
- 22 -

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

2025
2024
£
£
Loss before taxation
(166,777)
(871,607)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(41,694)
(217,902)
Tax effect of expenses that are not deductible in determining taxable profit
-
0
17,251
Tax effect of income not taxable in determining taxable profit
(81)
-
0
Unutilised tax losses carried forward
35,245
178,062
Permanent capital allowances in excess of depreciation
6,530
22,589
Deferred tax adjustments
(6,530)
(43,575)
Taxation credit for the year
(6,530)
(43,575)
10
Intangible fixed assets
Development costs
£
Cost
At 1 January 2025 and 31 December 2025
73,503
Amortisation and impairment
At 1 January 2025 and 31 December 2025
73,503
Carrying amount
At 31 December 2025
-
0
At 31 December 2024
-
0
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
11
Tangible fixed assets
Plant and equipment
Furniture and fittings
Office software and IT equipment
Total
£
£
£
£
Cost
At 1 January 2025
630,567
572,826
312,247
1,515,640
Additions
22,769
-
0
-
0
22,769
Disposals
(52,613)
-
0
-
0
(52,613)
At 31 December 2025
600,723
572,826
312,247
1,485,796
Depreciation and impairment
At 1 January 2025
586,073
517,983
305,646
1,409,702
Depreciation charged in the year
29,742
16,490
6,467
52,699
Eliminated in respect of disposals
(49,379)
-
0
-
0
(49,379)
At 31 December 2025
566,436
534,473
312,113
1,413,022
Carrying amount
At 31 December 2025
34,287
38,353
134
72,774
At 31 December 2024
44,494
54,843
6,601
105,938
12
Stocks
2025
2024
£
£
Raw materials and consumables
126,944
140,191
Finished goods and goods for resale
689,791
570,156
816,735
710,347
13
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
3,600,356
2,759,040
Amounts owed by group undertakings
14,904
485,277
Other debtors
85,080
36,001
Prepayments and accrued income
125,362
107,721
3,825,702
3,388,039
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
14
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Other borrowings
15
1,200,000
-
0
Trade creditors
2,561,332
1,848,607
Amounts owed to group undertakings
377,085
366,307
Corporation tax
-
0
290
Other taxation and social security
41,708
39,899
Derivative financial instruments
-
0
1,742
Other creditors
4,074
1,135,244
Accruals and deferred income
295,090
466,468
4,479,289
3,858,557

Included within other creditors is an amount outstanding for the invoice discounting facility of £nil (2024: £932,921) and is with discount margin of 2% for all debts.

The company obtained loans from Lactalis McLelland Limited at an agreed compounded base rate + 0.5% per annum with the sole purpose of financing general corporate requirements. The loan is repayable in one instalment on the maturity date and is not secured.

15
Loans and overdrafts
2025
2024
£
£
Loans from group undertakings
1,200,000
-
0
Payable within one year
1,200,000
-
0

 

16
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
10,572
17,102
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
16
Deferred taxation
(Continued)
- 25 -
2025
Movements in the year:
£
Liability at 1 January 2025
17,102
Credit to profit or loss
(6,530)
Liability at 31 December 2025
10,572
17
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
30,423
39,654

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

18
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 25p each
434
434
109
109
19
Share premium account

This reserve records the amount above the nominal value received for shares sold, less transaction costs.

20
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
£
£
Aggregate compensation
-
0
359,349
Transactions with related parties

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

Name of related party
Nature of relationship
Ambrosi (UK) Ltd
Parent entity
Ambrosi S.p.A
Other group company
Hawkridge Farmhouse Cheese Limited
Other group company
Lactalis Mclelland Limited
Ultimate parent company
ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
20
Related party transactions
(Continued)
- 26 -
Description of
Income
Payments
transaction
2025
2024
2025
2024
£
£
£
£
Ambrosi (UK) Ltd
Management fee
-
0
-
0
-
0
-
0
Ambrosi S.p.A
Purchase & Royalty fees
-
0
-
0
1,632,132
1,342,881
Hawkridge Farmhouse Cheese Limited
Sales/purchase
74,992
37,887
10,132
-
0
Lactalis Mclelland Limited
Purchase and management fees
-
0
-
0
859,443
327,371
Balances with related parties
Amounts owed by
Amounts owed to
related parties
related parties
2025
2024
2025
2024
£
£
£
£
Ambrosi (UK) Ltd
-
0
466,500
-
0
-
0
Ambrosi S.p.A
-
0
-
0
379,689
366,307
Hawkridge Farmhouse Cheese Limited
14,904
18,777
-
0
-
0
Lactalis Mclelland Limited
-
0
-
0
78,188
13,345
21
Ultimate controlling party

The parent company is Ambrosi (UK) Limited whose registered office is Grosvenor House, 65-71 London Road, Redhill, Surrey, United Kingdom, RH1 1LQ.

Lactalis Mclelland Limited is a parent company of Ambrosi (UK) Limited which ultimately holds 100% shareholding in Anthony Rowcliffe and Son Limited and Hawkridge Farmhouse Cheese Limited.

 

Copies of the consolidated financial statements can be obtained from the holding company's address at Via 42F rue des Veterinaires-1070, Bruxelles.

ANTHONY ROWCLIFFE AND SON LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
22
Cash (absorbed by)/generated from operations
2025
2024
£
£
Loss after taxation
(160,247)
(828,032)
Adjustments for:
Taxation credited
(6,530)
(43,575)
Finance costs
41,815
58,245
Investment income
(587)
(709)
Depreciation and impairment of tangible fixed assets
52,699
95,529
Movements in working capital:
(Increase)/decrease in stocks
(106,388)
351,638
(Increase)/decrease in debtors
(437,953)
773,762
Decrease in creditors
(577,236)
(314,144)
Cash (absorbed by)/generated from operations
(1,194,427)
92,714
23
Analysis of changes in net funds/(debt)
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
122,020
(56,932)
65,088
Borrowings excluding overdrafts
-
(1,200,000)
(1,200,000)
122,020
(1,256,932)
(1,134,912)
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