IRIS Accounts Production v26.2.0.496 06561170 Board of Directors 1.1.25 31.12.25 31.12.25 The principal activity of the company in the year under review was that of operating AD facilities custom designed and built to handle food wastes diverted from landfill. true false true true false false true true false Defined benefit pension plans Ordinary 1.00000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh065611702024-12-31065611702025-12-31065611702025-01-012025-12-31065611702023-12-31065611702024-01-012024-12-31065611702024-12-3106561170ns15:EnglandWales2025-01-012025-12-3106561170ns14:PoundSterling2025-01-012025-12-3106561170ns10:Director12025-01-012025-12-3106561170ns10:PrivateLimitedCompanyLtd2025-01-012025-12-3106561170ns10:FRS1022025-01-012025-12-3106561170ns10:Audited2025-01-012025-12-3106561170ns10:LargeCompaniesRegimeForDirectorsReport2025-01-012025-12-3106561170ns10:LargeCompaniesRegimeForAccounts2025-01-012025-12-3106561170ns10:FullAccounts2025-01-012025-12-3106561170ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2025-01-012025-12-3106561170ns10:OrdinaryShareClass12025-01-012025-12-3106561170ns10:Director22025-01-012025-12-3106561170ns10:Director32025-01-012025-12-3106561170ns10:CompanySecretary12025-01-012025-12-3106561170ns10:RegisteredOffice2025-01-012025-12-3106561170ns5:CurrentFinancialInstruments2025-12-3106561170ns5:CurrentFinancialInstruments2024-12-3106561170ns5:ShareCapital2025-12-3106561170ns5:ShareCapital2024-12-3106561170ns5:RetainedEarningsAccumulatedLosses2025-12-3106561170ns5:RetainedEarningsAccumulatedLosses2024-12-3106561170ns5:ShareCapital2023-12-3106561170ns5:RetainedEarningsAccumulatedLosses2023-12-3106561170ns5:RetainedEarningsAccumulatedLosses2024-01-012024-12-3106561170ns5:RetainedEarningsAccumulatedLosses2025-01-012025-12-3106561170ns5:ReportableOperatingSegment12025-01-012025-12-3106561170ns5:ReportableOperatingSegment12024-01-012024-12-3106561170ns5:ReportableOperatingSegment22025-01-012025-12-3106561170ns5:ReportableOperatingSegment22024-01-012024-12-3106561170ns5:ReportableOperatingSegment32025-01-012025-12-3106561170ns5:ReportableOperatingSegment32024-01-012024-12-3106561170ns5:TotalReportableOperatingSegmentsIncludingAnyUnallocatedAmount2025-01-012025-12-3106561170ns5:TotalReportableOperatingSegmentsIncludingAnyUnallocatedAmount2024-01-012024-12-3106561170ns15:UnitedKingdom2025-01-012025-12-3106561170ns15:UnitedKingdom2024-01-012024-12-3106561170ns15:Europe2025-01-012025-12-3106561170ns15:Europe2024-01-012024-12-3106561170ns5:TotalGeographicSegmentsIncludingAnyUnallocatedAmount2025-01-012025-12-3106561170ns5:TotalGeographicSegmentsIncludingAnyUnallocatedAmount2024-01-012024-12-3106561170ns5:PlantEquipmentOtherAssetsUnderOperatingLeases2025-01-012025-12-3106561170ns5:PlantEquipmentOtherAssetsUnderOperatingLeases2024-01-012024-12-3106561170ns5:OwnedAssets2025-01-012025-12-3106561170ns5:OwnedAssets2024-01-012024-12-3106561170112025-01-012025-12-3106561170112024-01-012024-12-310656117032025-01-012025-12-310656117032024-01-012024-12-310656117052025-01-012025-12-310656117052024-01-012024-12-3106561170ns5:PlantMachinery2024-12-3106561170ns5:FurnitureFittings2024-12-3106561170ns5:MotorVehicles2024-12-3106561170ns5:ComputerEquipment2024-12-3106561170ns5:PlantMachinery2025-01-012025-12-3106561170ns5:FurnitureFittings2025-01-012025-12-3106561170ns5:MotorVehicles2025-01-012025-12-3106561170ns5:ComputerEquipment2025-01-012025-12-3106561170ns5:PlantMachinery2025-12-3106561170ns5:FurnitureFittings2025-12-3106561170ns5:MotorVehicles2025-12-3106561170ns5:ComputerEquipment2025-12-3106561170ns5:PlantMachinery2024-12-3106561170ns5:FurnitureFittings2024-12-3106561170ns5:MotorVehicles2024-12-3106561170ns5:ComputerEquipment2024-12-3106561170ns5:WithinOneYearns5:CurrentFinancialInstruments2025-12-3106561170ns5:WithinOneYearns5:CurrentFinancialInstruments2024-12-3106561170ns5:CurrentFinancialInstruments2025-01-012025-12-3106561170ns5:WithinOneYear2025-12-3106561170ns5:WithinOneYear2024-12-3106561170ns5:BetweenOneFiveYears2025-12-3106561170ns5:BetweenOneFiveYears2024-12-3106561170ns5:AllPeriods2025-12-3106561170ns5:AllPeriods2024-12-3106561170ns5:DeferredTaxation2024-12-3106561170ns5:DeferredTaxation2025-01-012025-12-3106561170ns5:DeferredTaxation2025-12-3106561170ns10:OrdinaryShareClass12025-12-3106561170ns5:RetainedEarningsAccumulatedLosses2024-12-31
REGISTERED NUMBER: 06561170 (England and Wales)















ReFood UK Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2025






ReFood UK Limited (Registered number: 06561170)






Contents of the Financial Statements
for the Year Ended 31 December 2025




Page

Company Information 1

Strategic Report 2

Report of the Directors 6

Report of the Independent Auditors 8

Income Statement 11

Other Comprehensive Income 12

Balance Sheet 13

Statement of Changes in Equity 14

Notes to the Financial Statements 15


ReFood UK Limited

Company Information
for the Year Ended 31 December 2025







DIRECTORS: R Poskitt
T B Versterre
B O Jeewooth


SECRETARY: B O Jeewooth


REGISTERED OFFICE: Ings Road
Doncaster
South Yorkshire
DN5 9TL


REGISTERED NUMBER: 06561170 (England and Wales)


SENIOR STATUTORY AUDITOR: Ian Parsons FCA


AUDITORS: Parsons Accountants Ltd
Statutory Auditor
Unit 2 Silkwood Park
Fryers Way
Ossett
West Yorkshire
WF5 9TJ


BANKERS: HSBC plc
City Office
33 Park Row
Leeds
West Yorkshire
LS1 1LD


SOLICITORS: Ramsdens Solicitors
7 King Street
Mirfield
West Yorkshire
WF14 8AW

ReFood UK Limited (Registered number: 06561170)

Strategic Report
for the Year Ended 31 December 2025



Business Overview and Business Model

ReFood UK Limited (the "Company") is a wholly owned subsidiary of SARIA Limited. The Company provides services for the collection and processing of food chain by-products and food waste through anaerobic digestion ("AD") to produce renewable energy and organic fertilisers.

The Company operates three large-scale AD plants located in Doncaster, Widnes and Dagenham, supported by strategically located depots across the UK. The Company provides recycling services to customers across the food manufacturing, retail, hospitality and public sectors.

The Company creates value by diverting food waste from landfill and converting it into renewable electricity, gas and nutrient-rich fertiliser. Its operations support the circular economy by reducing greenhouse gas emissions, generating renewable energy and providing sustainable fertiliser alternatives for agriculture.


Review of Performance and Position

During year ending 31 December 2025, the Company reported a profit of £0.9m (2024: £1.3m). The reduction in profitability reflects lower energy export values, reduced plant availability during parts of the year, and increased operational costs. These factors were partially offset by the proactive development of its food waste collection revenue streams.

At the year end, shareholders' funds were £26.5m (2024: £25.6m). The increase reflects retained profit for the year.

The Directors consider the Company's financial position to be stable, supported by its established asset base, contracted waste supply arrangements and continued demand for sustainable waste processing solutions.


Key Performance Indicators

The Directors monitor the performance of the Company using a combination of financial and non-financial key performance indicators.

Financial KPIs include profit after tax, EBITDA, commercial pricing, collection costs, conversion costs, operating cashflow and equity.

Non-financial KPIs include plant availability, throughput volumes, conversion efficiencies, health and safety performance, and environmental compliance metrics. These indicators are considered appropriate in assessing the development, performance, and position of the Company given the nature and scale of its operations.

Although the above KPI's are monitored closely, disclosure of any numerical information has been omitted where management believe this would be prejudicial to the company.


Section 172(1) Companies Act 2006 Statement

The Directors of the Company have acted in good faith and in a manner they consider most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the matters set out in section 172(1) of the Companies Act 2006.

In making decisions during the year, the Directors have considered:

The long-term consequences of decisions on the sustainability of the business
The interests of employees, including health, safety, development and wellbeing
Relationships with customers, suppliers and other stakeholders
The impact of the Company's operations on the community and the environment
The importance of maintaining high standards of business conduct
The need to act fairly between members

ReFood UK Limited (Registered number: 06561170)

Strategic Report
for the Year Ended 31 December 2025




The following paragraphs summarise how the Directors fulfil their legal duties.

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 financial sustainability of the company.

In particular, contractual commitments and capital requirements must adhere to a strict approval process, including consideration of budget constraints and impact on future cash flows. This must be balanced with the groups overall aim to remain competitive and responsive to changing market conditions.

b. The interests of the company's employees

The company is responsive to the needs of its employees, and the Directors are committed to ensuring genuine and effective employee involvement in the company's activities.

The company respects human rights and employment law, without exception. The company seeks to ensure that every employee is treated equally and fairly, and that all employees are aware of their responsibilities.

c. The need to foster the company's business relationships with suppliers, customers and others

When dealing with all partners, including suppliers, customers, and other stakeholders, the company will ensure the relationship is always maintained in a professional and responsible manner. A principal objective from the company's plan, is the delivery of long-term successful returns for the company and its business partners.

As part of this in the current financial year, the Directors have implemented a new procurement policy, that ensures adherence to relevant compliance regulations and sets out the groups intentions to engage in and maintain strong, transparent relationships with our suppliers.

d. The impact of the company's operations on the community and the environment

As the group is involved in several areas of the food supply chain, the environmental impact of the group and its ethical reputation is of great importance to the Directors.

With changes in food waste legislation over recent and upcoming years, the Directors have taken appropriate steps to ensure that ReFood is well placed and well established in the community.

e. The desirability of the company maintaining a reputation for high standards of business conduct

As the board of Directors, our intention is to behave responsibly and ensure that the management operate the business in a responsible and sustainable manner, both financially and environmentally.

Collectively the Directors will continue to operate to the high standards of integrity expected of a business such as ours, and to employ a system of continuous improvement with training and development in line with our commitment to responsible behaviour.

f. The need to act fairly as between members of the company.

The Directors of the company act in a way that they consider in good faith, and will promote the success of the company for the benefit of the members as a whole.

The Company operates in accordance with established corporate governance and compliance frameworks, including policies covering health and safety, environmental management, anti-bribery and corruption, tax compliance, and human rights. These frameworks support responsible and sustainable operations across the business.




ReFood UK Limited (Registered number: 06561170)

Strategic Report
for the Year Ended 31 December 2025


Principal Risks and Uncertainties

The Directors have identified the following principal risks and uncertainties that could affect the Company's performance, financial position, or future prospects.


Operational and Market Risks

Energy price volatility
Revenue is influenced by wholesale electricity and gas prices. A sustained reduction in energy export values could adversely affect profitability. The Company mitigates this risk through hedging policies, operational efficiency, cost management, diversification of its supply chain and development of green asset values.

Plant availability and operational performance
The Company operates capital-intensive AD facilities. Reduced plant availability or technical failure could disrupt processing capacity and revenue generation. Preventative maintenance programmes and operational monitoring are in place to mitigate this risk.

Regulatory and legislative change
The Company operates in a regulated environment, including waste management, environmental permitting and renewable energy regimes. Changes to legislation, subsidy structures or environmental standards may impact operations. The Company monitors regulatory developments and adapts its operational and commercial strategy accordingly.

Waste supply and market competition
Competition for food waste feedstock and changes in waste volumes may impact throughput. Long-term customer relationships, supplier diversification and a national collection service help mitigate this risk.


Financial Risks

The Company is exposed to financial risks arising from its operations. The Directors consider these risks in a manner consistent with the accounting policies and financial instrument disclosures in the financial statements.

Liquidity and cash flow risk
Liquidity and cash flows are managed as part of a Group Liquidity Solution through regular cash flow forecasting, close monitoring of working capital, and disciplined control of capital expenditure.

Credit risk
Credit risk is managed through customer credit assessments, ongoing monitoring of receivable balances, and established credit control procedures.

Inflation and cost risk
The Company is exposed to changes in labour, maintenance, transport and other operating costs. Cost management and efficiency initiatives are used to mitigate this exposure.

Capital and funding risk
The Company requires ongoing investment in vehicles, plant and equipment to maintain operational efficiency and compliance. The Directors mitigate this risk through capital planning, close monitoring of asset performance, and support from Group where appropriate.


Employee Involvement

The Directors are committed to ensuring genuine and effective employee involvement in the company's activities. The company believes that by providing regular updates to staff as to the company's progress, taking cognisance of staff feedback and by involving staff where possible in decisions, the overall effectiveness of the business through this teamwork is enhanced and that the morale of the work force is positively impacted.


ReFood UK Limited (Registered number: 06561170)

Strategic Report
for the Year Ended 31 December 2025

The health, safety, and wellbeing of employees and contractors are a priority for the Company. Manufacturing operations involve inherent risks, which are managed through training, risk assessments, and established safety systems. The Company seeks to maintain a strong safety culture and continually improve performance.

Employee numbers are disclosed in note 4 to the financial statements. The Company participates in Group policies relating to health and safety, pensions, and employee benefits.


Future Developments and Outlook

The introduction of mandatory food waste collections under the Environment Act 2021 from March 2025 has already increased the available of feedstock volumes in England. Further legislation changes during 2026 and 2027 are expected to provide additional developments for ReFood.

The Directors believe that these regulatory developments provide long-term opportunities for growth and investment.

The Company will continue to focus on operational optimisation, plant reliability, regulatory compliance and disciplined capital investment to support sustainable long-term development.


Going Concern

The financial statements have been prepared on a going concern basis. In making this assessment, the Directors have reviewed forecasts and cash flow projections and believe that the Company is appropriately resourced to continue trading for the foreseeable future.

The Company participates in a Group Liquidity Solution and expects to continue to benefit from the ongoing financial support and treasury arrangements provided by the German parent company in the immediate future.



The Directors consider that this Strategic Report, when read together with the financial statements, provides a fair, balanced and comprehensive review of the Company's development, performance, position, and principal risks and uncertainties.

ON BEHALF OF THE BOARD:





B O Jeewooth - Director


18 May 2026

ReFood UK Limited (Registered number: 06561170)

Report of the Directors
for the Year Ended 31 December 2025

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

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

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

R Poskitt
T B Versterre

Other changes in directors holding office are as follows:

B O Jeewooth - appointed 1 January 2025

POLITICAL DONATIONS AND EXPENDITURE
There have been no political donations in the period.

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS
The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

STREAMLINED ENERGY AND CARBON REPORTING
Covering energy use and associated greenhouse gas emissions relating to gas, electricity and transport, intensity ratios and information relating to energy efficiency actions.

Current reporting year (Jan 25 - Dec 25)

Key Performance Indicator Usage (KPI) Amount '25 Amount '24 Unit
Electricity Usage 15,738,899 15,170,680 kWh
Gas Usage 9,080,856 9,131,639 kWh
Diesel Usage 1,155,977 1,094,416 litres

Total emissions generated through use of purchased electricity 2,786 3,141 tCO2e
Total emissions generated through combustion of gas 1,661 1,670 tCO2e
Total emissions generated through business travel 3,077 2,913 tCO2e
Total gross emissions 7,524 7,724 tCO2e




Intensity ratio (total gross emissions)



0.0193



0.0219
tCO2e per
tonne of
material
processed

Key Performance Indicator Exports (KPI) Amount '25 Amount '24 Unit
Electricity Exported to Doncaster Site 18,062,960 18,231,896 kWh
Electricity Exported to Grid - Doncaster 14,795,560 9,804,440 kWh
Gas Exported to Grid - Dagenham 91,147,011 86,102,279 kWh
Gas Exported to Grid - Widnes 83,189,281 90,606,527 kWh


Energy efficiency actions

We are committed to responsible energy management and will practice energy efficiency throughout our organisation, wherever it is cost effective. We recognize that climate change is one of the most serious environmental challenges currently threatening the global community and we understand we have a role to play in reducing greenhouse gas emissions.
We have continued to implement the policies below for the purpose of increasing the businesses energy efficiency in the relevant financial year.

- Upgrade vehicles to more energy efficient models where possible

ReFood UK Limited (Registered number: 06561170)

Report of the Directors
for the Year Ended 31 December 2025

- Introduction of hybrid/fully electric vehicles into the car portfolio
- Upgrade plant & machinery to improve on energy performance where possible
- Servicing and adjustment to existing plant & machinery to improve on energy performance where possible
- Increased availability and encouraged use of video conferencing.
- Reduced travel costs by reducing number of face to face meetings with clients and suppliers where appropriate.

The following energy efficiency measures are being implemented or are under consideration for implementation during 2026

- Carbon reduction by biomass combustion
- Continued investment in low energy processes and techniques
- Continue to replace/upgrade vehicles and plant & machinery for more energy efficient options

Methodology used in the calculation of disclosures

ESOS methodology (as specified in Complying with the Energy Savings Opportunity Scheme version 6, published by the Environment Agency 28/10/2019) used in conjunction with Government GHG reporting conversion factors.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

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

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-state whether applicable 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 company will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Parsons Accountants Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





B O Jeewooth - Director


18 May 2026

Report of the Independent Auditors to the Members of
ReFood UK Limited

Opinion
We have audited the financial statements of ReFood UK Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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

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

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

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

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
ReFood UK Limited


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not
visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page seven, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditor's that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.

Our approach to identifying and assessing the risks of material misstatements 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 company through discussions with directors and other management, and
from our commercial knowledge and experience of the industry;
- We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements
or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery,
employment 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
- We remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company'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 and 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.

Report of the Independent Auditors to the Members of
ReFood UK Limited


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 the 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 identified procedures which included, but were not limited to:

- Agreeing financial statements disclosures to underlying supporting documentation;
- Reading the minutes of meetings of those charged with governance;
- Enquiring of management as to actual and potential litigation and claims; and
- Reviewing correspondence with HMRC, relevant regulators and the Company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulation s 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 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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of your Report of the Auditor's.

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




Ian Parsons FCA (Senior Statutory Auditor)
for and on behalf of Parsons Accountants Ltd
Statutory Auditor
Unit 2 Silkwood Park
Fryers Way
Ossett
West Yorkshire
WF5 9TJ

18 May 2026

ReFood UK Limited (Registered number: 06561170)

Income Statement
for the Year Ended 31 December 2025

2025 2024
Notes £    £   

TURNOVER 3 45,551,399 45,043,928

Cost of sales (12,963,690 ) (14,069,658 )
GROSS PROFIT 32,587,709 30,974,270

Administrative expenses (31,758,315 ) (30,311,467 )
829,394 662,803

Other operating income 135,910 715,105
OPERATING PROFIT 5 965,304 1,377,908

Interest receivable and similar income 7 335,599 285,061
1,300,903 1,662,969

Interest payable and similar expenses 8 (93,285 ) (79,693 )
PROFIT BEFORE TAXATION 1,207,618 1,583,276

Tax on profit 9 (304,394 ) (293,889 )
PROFIT FOR THE FINANCIAL YEAR 903,224 1,289,387

ReFood UK Limited (Registered number: 06561170)

Other Comprehensive Income
for the Year Ended 31 December 2025

2025 2024
Notes £    £   

PROFIT FOR THE YEAR 903,224 1,289,387


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

903,224

1,289,387

ReFood UK Limited (Registered number: 06561170)

Balance Sheet
31 December 2025

2025 2024
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 10 19,441,881 22,006,209

CURRENT ASSETS
Stocks 11 793,931 741,964
Debtors 12 11,220,186 11,472,554
Cash at bank 32,901 1,340
12,047,018 12,215,858
CREDITORS
Amounts falling due within one year 13 4,975,139 7,136,022
NET CURRENT ASSETS 7,071,879 5,079,836
TOTAL ASSETS LESS CURRENT
LIABILITIES

26,513,760

27,086,045

PROVISIONS FOR LIABILITIES 16 - 1,475,509
NET ASSETS 26,513,760 25,610,536

CAPITAL AND RESERVES
Called up share capital 17 1 1
Retained earnings 18 26,513,759 25,610,535
SHAREHOLDERS' FUNDS 26,513,760 25,610,536

The financial statements were approved by the Board of Directors and authorised for issue on 18 May 2026 and were signed on its behalf by:





B O Jeewooth - Director


ReFood UK Limited (Registered number: 06561170)

Statement of Changes in Equity
for the Year Ended 31 December 2025

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2024 1 24,321,148 24,321,149

Changes in equity
Total comprehensive income - 1,289,387 1,289,387
Balance at 31 December 2024 1 25,610,535 25,610,536

Changes in equity
Total comprehensive income - 903,224 903,224
Balance at 31 December 2025 1 26,513,759 26,513,760

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements
for the Year Ended 31 December 2025

1. STATUTORY INFORMATION

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

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. The presentational currency is GBP and the financial statements are rounded to the nearest pound.

Going concern
The entity is profit making and has positive reserves, which is expected to continue for at least 12 months from signing of these financial statements, therefore the going concern basis of preparation is deemed appropriate by management.

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

• the requirements of Section 7 Statement of Cash Flows;
• the requirement of paragraph 33.7.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Significant judgements and estimates
In respect of depreciation, the entity is largely governed by the Rethmann accounting policies (issued by the parent group). These policies/rates are followed, to the extent that they are reflective of the average economic consumption of the asset type. Where the actual consumption of a class of asset differs materially from this policy, a more appropriate rate is applied.

The Rethmann policy of bad debt provision is applied, being 100% for debts over 365 days old, 50% for debts over 180 days old and 1% against all other debts.

Stock ageing is reviewed regularly by management to assess the requirement for a slow moving/obsolescence provision, however any such provision is not currently deemed necessary.

Turnover
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, 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.

Specifically in relation to revenue on sale of Green Gas Certificates (GGC's), that have been generated in a period, the significant risks and rewards of ownership are only deemed to have been transferred on transfer of the certificates themselves.

Turnover from the performance of services, such as waste collection and transport/logistics services, is recognised as and when those services are carried out.

Other income
Other income arises from government energy incentive schemes and the recharge of operating costs incurred by an entity, where the facility of that entity is used by other group companies.

Straight recharge of costs that can be allocated directly to another group company are treated as recharges only, and the cost is passed directly to the other entity. No income is recognised in this instance.

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

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

Plant & machinery - 2 - 15 years straight line
Fixtures & fittings - 3 - 13 years straight line
Motor vehicles - 25% reducing balance, 5 - 11 years straight line and 2 - 6 years estimated useful life (specific to used vehicles)
Assets under - not provided
construction

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Income Statement.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforecable 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.

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

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

2. ACCOUNTING POLICIES - continued

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of posting the transaction. Exchange differences are taken into account in arriving at the operating result.

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

Pension costs and other post-retirement benefits
The company has members in the SARIA Group Pension Schemes, funded defined benefit schemes.

The above defined benefit schemes have been closed to new members. Alternative provision is made for new employees in the form of a defined contribution scheme.

The pension charge represents contributions payable to the funds in respect of the accounting period.

3. TURNOVER

The turnover and profit before taxation are attributable to the principal activities of the company.

An analysis of turnover by class of business is given below:

2025 2024
£    £   
Energy Sales 32,515,921 34,246,029
Collection Charges 12,075,823 9,689,215
Logistics & Transport Services 959,655 1,108,684
45,551,399 45,043,928

An analysis of turnover by geographical market is given below:

2025 2024
£    £   
United Kingdom 45,551,399 44,668,990
Europe - 374,938
45,551,399 45,043,928

4. EMPLOYEES AND DIRECTORS
2025 2024
£    £   
Wages and salaries 8,599,938 7,648,655
Social security costs 949,816 779,551
Other pension costs 458,270 412,073
10,008,024 8,840,279

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

4. EMPLOYEES AND DIRECTORS - continued

The average number of employees during the year was as follows:
2025 2024

Administration 33 34
Production 142 133
175 167

2025 2024
£    £   
Directors' remuneration - -

The wages and salaries figure includes £816,796 of temporary staff costs (2024: £278,975).

5. OPERATING PROFIT

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

2025 2024
£    £   
Hire of plant and machinery 893,793 867,774
Depreciation - owned assets 3,659,572 4,579,338
(Profit)/loss on disposal of fixed assets (15,628 ) 13,697
Foreign exchange differences 1,746 (161 )
Operating leases 947,131 675,576

6. AUDITORS' REMUNERATION
2025 2024
£    £   
Fees payable to the company's auditors and their associates for the audit of the
company's financial statements

23,600

21,060

7. INTEREST RECEIVABLE AND SIMILAR INCOME
2025 2024
£    £   
Intercompany interest 335,599 285,061

8. INTEREST PAYABLE AND SIMILAR EXPENSES
2025 2024
£    £   
Other Interest 93,285 79,693

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

9. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2025 2024
£    £   
Current tax:
UK corporation tax 1,217,304 809,409
Under (over) provision 754,214 (38,356 )
Total current tax 1,971,518 771,053

Deferred tax:
Deferred tax (912,260 ) (396,608 )
Under (over) provision (754,864 ) (80,556 )
Total deferred tax (1,667,124 ) (477,164 )

Tax on profit 304,394 293,889

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025 2024
£    £   
Profit before tax 1,207,618 1,583,276
Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 -
25%)

301,905

395,819

Effects of:
Expenses not deductible for tax purposes 3,444 16,983
Adjustments to tax charge in respect of previous periods (650 ) (118,913 )
year
Other (305 ) -
Total tax charge 304,394 293,889

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

10. TANGIBLE FIXED ASSETS
Fixtures Assets
Plant & and Motor under
machinery fittings vehicles construction Totals
£    £    £    £    £   
COST
At 1 January 2025 55,957,504 1,372,069 2,976,445 799,499 61,105,517
Additions 888,784 - 412,210 440 1,301,434
Disposals (121,920 ) (137,842 ) (177,688 ) (69,004 ) (506,454 )
Reclassification/transfer 507,960 63,050 (7,981 ) (616,569 ) (53,540 )
At 31 December 2025 57,232,328 1,297,277 3,202,986 114,366 61,846,957
DEPRECIATION
At 1 January 2025 36,307,736 986,825 1,804,747 - 39,099,308
Charge for year 3,252,161 78,919 328,492 - 3,659,572
Eliminated on disposal (40,293 ) (123,675 ) (156,467 ) - (320,435 )
Reclassification/transfer - - (33,369 ) - (33,369 )
At 31 December 2025 39,519,604 942,069 1,943,403 - 42,405,076
NET BOOK VALUE
At 31 December 2025 17,712,724 355,208 1,259,583 114,366 19,441,881
At 31 December 2024 19,649,768 385,244 1,171,698 799,499 22,006,209

Transfers of assets between group companies have been done using gross cost and gross depreciation, rather than using net book value as the cost to the acquirer. This has been done in order to preserve historical information in relation to the properties of the group, in particular previous revaluations. This is considered to be the most appropriate method both from an accounting and tax perspective.

11. STOCKS
2025 2024
£    £   
Stocks 136,126 103,737
Plant spares in inventory 657,805 638,227
793,931 741,964

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Trade debtors 2,418,465 2,567,120
Amounts owed by group undertakings 782,157 -
Other debtors 68,465 93,879
Retention account 88,325 44,659
VAT 76,150 29,687
Deferred tax asset 191,615 -
Accrued income 7,274,878 8,349,905
Prepayments 320,131 387,304
11,220,186 11,472,554

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued

Deferred tax asset
2025
£   
Accelerated capital allowances 180,472
Other timing differences 11,143
191,615

Amounts owed by group undertakings represent money owed by the parent entity as a result of the daily cashpooling facility. This loan earns minimal interest at a variable rate, and is repayable on demand should the entity require it.

13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Trade creditors 2,902,359 2,980,276
Amounts owed to group undertakings 225,841 1,412,973
Other creditors 104,295 406,562
Accrued expenses 1,742,644 2,336,211
4,975,139 7,136,022

Amounts owed to group undertakings represents money owed to the parent entity via the cashpooling facility. This loan is interest bearing at a variable amount, based on the subsidiaries share of the overall group debt each period. It is repayable on demand should the parent entity require it.

14. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2025 2024
£    £   
Within one year 853,167 742,740
Between one and five years 1,063,326 1,075,887
1,916,493 1,818,627

15. FINANCIAL INSTRUMENTS

2025 2024 restated

£ £
Financial assets
Cash and cash equivalents 32,901 1,340
Financial assets that are debt instruments measured at amortised cost 10,632,290 11,055,563

Financial liabilities
Financial liabilities measured at amortised cost (4,975,139 ) (7,136,022 )

Financial assets measured at amortised cost comprise trade debtors, amounts owed by group and related entities, other debtors and accrued income.

Financial liabilities measured at amortised cost comprise amounts owed to group and related entities, trade creditors, other creditors and accruals.

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

16. PROVISIONS FOR LIABILITIES
2024
£   
Deferred tax
Accelerated capital allowances 1,483,226
Other timing differences (7,717 )
1,475,509

Deferred
tax
£   
Balance at 1 January 2025 1,475,509
Credit to Income Statement during year (1,667,124 )
Balance at 31 December 2025 (191,615 )

Deferred tax has been provided for at 25%, the prevailing rate of corporation tax since 1st April 2023.

The net deferred tax asset expected to reverse in 2026 is £43,753. This relates to the reversal of timing differences on capital allowances and depreciation.

17. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2025 2024
value: £    £   
1 Ordinary £1 1 1

All shares are voting shares. They are entitled to dividends as declared. They are entitled to participate in a distribution including on winding up. All shares are non redeemable.

18. RESERVES
Retained
earnings
£   

At 1 January 2025 25,610,535
Profit for the year 903,224
At 31 December 2025 26,513,759

ReFood UK Limited (Registered number: 06561170)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2025

19. EMPLOYEE BENEFIT OBLIGATIONS

There are two defined benefit arrangements operated by the SARIA Limited group, which are managed via
independent trusts, of which some employees are members. Contributions are no longer being made to these schemes due to their surplus position.

The company is unable to identify its share of the underlying assets and liabilities of the schemes therefore the schemes are accounted for in the balance sheet of the parent entity only.

During 2022, the trustees of the schemes made the investment decision to use some of the schemes assets to purchase insurance policies/annuities, to guarantee the funding of the associated liabilities and thereby remove some of the risk from the Group. (Pension Buy-In). As a result the remaining net assets of the schemes are now much lower.

At the balance sheet date the FRS 102 value of the liabilities was £70,509,000 (2024 - £72,660,000) and the market value of the assets was £70,146,000 (2024 - £71,518,000) giving a net liability of £363,000 (2024 - £1,142,000) held in the balance sheet of the parent entity.

The above schemes have been closed to new members. The group has made alternate provision, in the form of a defined contribution scheme, for new employees or those not eligible to join the above schemes. This scheme is also administered on a group basis independently of any group company or director.

Total contributions payable by the company to the defined contribution scheme during the year amounted to £458,270, (2024 - £412,073). There were no accrued or prepaid pension contributions at the balance sheet date (2024 - £nil).

20. CAPITAL COMMITMENTS
2025 2024
£    £   
Contracted but not provided for in the
financial statements 55,918 167,391

21. ULTIMATE CONTROLLING PARTY

The immediate parent company of Refood UK Limited is SARIA Limited. SARIA Limited is indirectly owned by the ultimate parent entity, Rethmann SE & Co. KG. The ultimate parent entity is incorporated in Germany and is ultimately controlled by the Rethmann family.

The registered office address of the ultimate parent entity is:
Norbert-Rethmann-Platz 1
59379 Selm
Germany

The largest and only group for which group accounts including the company are drawn up, are the Rethmann SE & Co. KG group. A copy of the consolidated accounts are filed at Companies House alongside the accounts of SARIA Limited (immediate parent entity).