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Registered number: 06001580
















FSC GROUP LIMITED




ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 29 DECEMBER 2025







FSC GROUP LIMITED

 
COMPANY INFORMATION


DIRECTORS
M S Absolom 
S Chakravarti 
P M James 
A P Simpson 
J P Simpson 
J W Simpson 
J K Merrett (appointed 1 September 2025)
J L M Walker (appointed 1 May 2026)




COMPANY SECRETARY
P M James



REGISTERED NUMBER
06001580



REGISTERED OFFICE
The Foodservice Centre
Cheddar Business Park

Wedmore Road

Cheddar

Somerset

BS27 3EB




INDEPENDENT AUDITORS
Bishop Fleming Audit Limited
Chartered Accountants & Statutory Auditors

10 Temple Back

Bristol

BS1 6FL






FSC GROUP LIMITED


CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3
Directors' Responsibilities Statement
 
4
Independent Auditors' Report
 
5 - 8
Consolidated Statement of Comprehensive Income
 
9
Consolidated Statement of Financial Position
 
10
Company Statement of Financial Position
 
11
Consolidated Statement of Changes in Equity
 
12
Company Statement of Changes in Equity
 
13
Consolidated Statement of Cash Flows
 
14
Notes to the Financial Statements
 
15 - 35


FSC GROUP LIMITED

 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 29 DECEMBER 2025

PRINCIPAL ACTIVITIES AND GROUP STRUCTURE
 
FSC Group Limited (“the Group”) operates as an international concept development and supply chain management company, specialising in ready-to-eat foods and associated services, with a history spanning over 35 years. The Group owns 100% of the shares of FSC Direct Limited, The Foodservice Centre Limited, FSC Czechia and FSC CEE Limited, which are its principal subsidiaries.

BUSINESS REVIEW
 
The 2025 financial year was a landmark year for the Group, distinguished by a significant increase in new business, the start of an AI transformation, and the embedding of an organisational restructure and new financial measurement systems. The reorganisation transitioned the company from traditional hierarchical divisions into decentralised, autonomous business units, each responsible for its own P&L, and supported by a strong central structure. The new framework was rolled out across all entities from January 2024, focusing on agility, cross-functional collaboration, and empowered decision-making.  

Financial performance for the year was moderate, with the Group reporting turnover of £26.1m (2024: £24.2m), gross profit of £9.4m (2024: £7.7m), and profit after tax of £113,861 (2024: £79,571). Challenging operating conditions characterised the first half of the year, linked to delayed recruitment of staff against new contracts, resulting in a reduced sales pipeline. However conditions improved as teams were built in during the second half and the pipeline was rebuilt to deliver material results in the second half of 2026. Individual subsidiary results are detailed in their respective accounts.

Despite the moderate profit, the transformation has already shown its value, with improved operational resilience, foundation for future growth, and enhanced employee engagement. Importantly, the roll-out of business unit budgets, monthly P&L reporting, and targeted coaching has been very well received across the Group and is credited with delivering stronger results into 2026. 

STRATEGY AND ACHIEVEMENTS

2025 marked the successful second year of the Group's three-year strategic plan:
∙Notable new business wins included contracts with Shell Germany, and the embedding of contracts with Shell Austria, and Pret a Manger.
∙Realising the 2027 vision of a fully devolved business unit model, with robust profit accountability and high-performance leadership at all levels.
∙FSC academy moved into a degree apprenticeship
∙Continued focus on developing sustainability credentials for both the company and its clients.
∙Profit share model with 33% of end of year results equally shared among all employees.
∙Accelerated adoption of AI and digital strategies throughout the Group; accordingly, a specialist AI/data/IT consultant has been retained to deliver a comprehensive Group strategy in 2026.
∙Raising Operating Profit Margins across all business units, delivering a result within 1% of our 50% target.

Looking ahead, the key strategic priorities through to 2026 are: 
∙Launch of an enhanced succession plan and ‘internal mobility’ model.
∙Delivery of the 2025 pipeline in H2 with a strong organisational foundation in place.
∙Establishing a data lake to feed new internal AI models, comprehensive interactive dashboards for most customers, and training every employee company in productive, secure use of an enterprise level LLM.
∙Increase in working capital by securing an increase in long-term funding and reduce reliance on more expensive short-term funding through seasonal cashflow pressure points.
∙Establish an entity in Malaysia to service the East-Asia region.
∙Continued focus on developing sustainability credentials for both the company and its clients.
∙Launch of a company constitution and re-writing of the company articles to reflect the changes to the external business environment, AI adoption, B-Corp, and to protect the business culture.
∙Re-organisation of the group companies and reduction in the number of entities within it.
∙Achieve an operating profit of 50%, and achieve a £750k net profit (before employee bonuses) by 2028.

Page 1


FSC GROUP LIMITED


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 29 DECEMBER 2025

PRINCIPAL RISKS AND UNCERTAINTIES
 
The directors consider the most significant external risks to be the rapid evolution and potential disruption arising from AI and digitalisation within the foodservice and supply chain sectors. To address this, the Group has commenced a comprehensive AI and IT strategy review. Other material risks include:
 
∙Sustainability regulation and the pace of electrification in vehicles and logistics.
∙Currency volatility due to significant overseas revenue and costs denominated in USD/EUR.
∙Cashflow and funding risk, particularly related to legacy loans and invoice discounting, although the Group’s position has improved year-on-year.

The directors monitor these and other risks regularly and believe that the current financial and operational structures are robust and fit for purpose for the foreseeable future.

EMPLOYEES AND ENGAGEMENT
 
The Group is committed to the ongoing development of its workforce with company-wide training in finance for non-finance managers and FSC’s project charter program. 2025 also saw the launch of a profit-sharing program with 33% of profits distributed equally among all employees.

RELATED PARTIES
 
Details of intra-group transactions, including management charges, trading, and funding arrangements between subsidiaries, are outlined in note 29 to the financial statements. The directors have provided personal guarantees relating to certain group borrowings as disclosed in the notes.


This report was approved by the board and signed on its behalf.



P M James
Director

Date: 17 September 2026
Page 2


FSC GROUP LIMITED

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 29 DECEMBER 2025

The directors present their report and the financial statements for the year ended 29 December 2025.

RESULTS AND DIVIDENDS

The profit for the year, after taxation, amounted to £113,861 (2024: £79,571).

During the year dividends of £68,594 (2024: £68,594) were declared and paid.

DIRECTORS

The directors who served during the year were:

M S Absolom 
S Chakravarti 
P M James 
A P Simpson 
J P Simpson 
J W Simpson 
D Cahovy Harvey (resigned 15 August 2025)
J K Merrett (appointed 1 September 2025)

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

AUDITORS

The auditors, Bishop Fleming Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 






P M James
Director

Date: 17 September 2026

The Foodservice Centre
Cheddar Business Park
Wedmore Road
Cheddar
Somerset
BS27 3EB
Page 3


FSC GROUP LIMITED

 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 29 DECEMBER 2025

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

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

∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

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


∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 4


FSC GROUP LIMITED

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FSC GROUP LIMITED
OPINION


We have audited the financial statements of FSC Group Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 29 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, 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 Group's and of the Parent Company's affairs as at 29 December 2025 and of the Group's profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


BASIS FOR OPINION


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


CONCLUSIONS RELATING TO GOING CONCERN


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


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


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


OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.


Page 5


FSC GROUP LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FSC GROUP LIMITED (CONTINUED)

OPINION 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 Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
 

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.


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


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


RESPONSIBILITIES OF DIRECTORS
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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 Group's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.


Page 6


FSC GROUP LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FSC GROUP LIMITED (CONTINUED)

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 an Auditors' 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 Group financial statements.


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

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have considered the following: 

∙the nature of the industry and sector, control environment, and business performance;
∙results of enquiries with management and the directors in relation to their own identification and assessment of the risks and irregularities within the Group and Company;
∙any matters we identified having obtained and reviewed the Group and Company’s documentation of their policies and procedures relating to:
∙identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non compliance;
∙detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
∙the internal controls established to mitigate risks of fraud or noncompliance with laws and regulations; and
∙the matters discussed among the audit engagement team regarding how and where fraud may occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest areas of risk to be in relation to revenue recognition. In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override.

We have also obtained an understanding of the legal and regulatory frameworks that the Group and Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures within the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and UK tax legislation. In addition we considered provision of other laws and regulations that do not have a direct effect on the financial statements but compliance with may be fundamental for the Group and Company’s ability to operate or avoid a material penalty. These included health and safety regulations, employment legislation and data protection laws. 

Our audit procedures performed to respond to the risks identified included, but were not limited to:

∙reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
∙reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue;
∙challenging assumptions and judgments made by management in their significant accounting estimates;
∙discussions with management, including consideration of known or suspected instances of non compliance with laws and regulation and fraud;
∙performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and
∙identifying and testing journal entries, evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
Page 7


FSC GROUP LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FSC GROUP LIMITED (CONTINUED)


We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non compliance with laws and regulations throughout the audit.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


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 Auditors' 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.






Christian Crawford FCA (Senior Statutory Auditor)
for and on behalf of
Bishop Fleming Audit Limited
Chartered Accountants
Statutory Auditors
10 Temple Back
Bristol
BS1 6FL

21 September 2026
Page 8


FSC GROUP LIMITED

 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 29 DECEMBER 2025

2025
2024
Note
£
£

  

Turnover
 4 
26,077,447
24,178,105

Cost of sales
  
(16,655,881)
(16,429,755)

Gross profit
  
9,421,566
7,748,350

Administrative expenses
  
(9,356,061)
(7,634,804)

Other operating income
 5 
98,541
33,024

Operating profit
 6 
164,046
146,570

Interest receivable and similar income
 10 
280
131

Interest payable and similar expenses
 11 
(12,777)
(25,760)

Other finance income
  
7,863
(9,356)

Profit before taxation
  
159,412
111,585

Tax on profit
 12 
(45,551)
(32,014)

Profit for the financial year
  
113,861
79,571

  

Unrealised surplus on revaluation of tangible fixed assets
  
70,000
-

Deferred tax movement on revaluation
  
(17,500)
-

Total comprehensive income for the year
  
166,361
79,571

Profit for the year attributable to:
  

Owners of the Parent Company
  
113,861
79,571

The notes on pages 15 to 35 form part of these financial statements.
Page 9


FSC GROUP LIMITED
REGISTERED NUMBER:06001580

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 29 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 14 
20,556
20,556

Tangible assets
 15 
1,077,048
1,013,883

  
1,097,604
1,034,439

Current assets
  

Stocks
 17 
292,320
207,545

Debtors: amounts falling due within one year
 18 
4,118,274
4,494,877

Cash at bank and in hand
 19 
1,109,884
392,825

  
5,520,478
5,095,247

Creditors: amounts falling due within one year
 20 
(5,856,609)
(5,388,126)

Net current liabilities
  
 
 
(336,131)
 
 
(292,879)

Total assets less current liabilities
  
761,473
741,560

Creditors: amounts falling due after more than one year
 21 
-
(91,365)

Provisions for liabilities
  

Deferred taxation
 23 
(133,411)
(119,900)

Net assets
  
628,062
530,295


Capital and reserves
  

Called up share capital 
 24 
100
100

Revaluation reserve
 25 
328,813
276,313

Profit and loss account
 25 
299,149
253,882

  
628,062
530,295


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 



P M James
Director

Date: 17 September 2026

The notes on pages 15 to 35 form part of these financial statements.
Page 10


FSC GROUP LIMITED
REGISTERED NUMBER:06001580

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 29 DECEMBER 2025

2025
2024
Note
£
£

Fixed assets
  

Investments
 16 
384,531
384,531

Current assets
  

Debtors: amounts falling due within one year
 18 
49,406
49,400

  
49,406
49,400

Creditors: amounts falling due within one year
 20 
(129,556)
(132,956)

Net current liabilities
  
 
 
(80,150)
 
 
(83,556)

Total assets less current liabilities
  
304,381
300,975

  

  

Net assets
  
304,381
300,975


Capital and reserves
  

Called up share capital 
 24 
100
100

Profit and loss account
 25 
304,281
300,875

  
304,381
300,975


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 





P M James
Director

Date: 17 September 2026

The notes on pages 15 to 35 form part of these financial statements.
Page 11


FSC GROUP LIMITED


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 29 DECEMBER 2025


Called up share capital
Revaluation reserve
Profit and loss account
Total equity

£
£
£
£


At 1 December 2023
100
276,313
242,905
519,318



Profit for the year
-
-
79,571
79,571

Dividends: Equity capital
-
-
(68,594)
(68,594)



At 30 December 2024
100
276,313
253,882
530,295



Profit for the year
-
-
113,861
113,861

Surplus on revaluation of freehold property
-
70,000
-
70,000

Deferred tax on revaluation
-
(17,500)
-
(17,500)

Dividends: Equity capital
-
-
(68,594)
(68,594)


At 29 December 2025
100
328,813
299,149
628,062


The notes on pages 15 to 35 form part of these financial statements.
Page 12


FSC GROUP LIMITED


COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 29 DECEMBER 2025


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 December 2023
100
297,469
297,569



Profit for the year
-
72,000
72,000

Dividends: Equity capital
-
(68,594)
(68,594)



At 30 December 2024
100
300,875
300,975



Profit for the year
-
72,000
72,000

Dividends: Equity capital
-
(68,594)
(68,594)


At 29 December 2025
100
304,281
304,381


The notes on pages 15 to 35 form part of these financial statements.
Page 13


FSC GROUP LIMITED


CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 29 DECEMBER 2025

2025
2024
£
£

Cash flows from operating activities

Profit for the financial year
113,861
79,571

Adjustments for:

Amortisation of intangible assets
-
20,460

Depreciation of tangible assets
131,100
154,749

Interest paid
12,777
25,751

Interest received
(280)
(131)

Taxation charge
45,551
32,014

(Increase) in stocks
(84,775)
(32,902)

Decrease/(increase) in debtors
336,809
(62,922)

Decrease in amounts owed by joint ventures
39,794
38,086

Increase in creditors
744,116
256,475

(Decrease)/increase in amounts owed to participating ints
(29)
14,546

Corporation tax (paid)
(32,578)
(29,402)

Net cash generated from operating activities

1,306,346
496,295


Cash flows from investing activities

Purchase of tangible fixed assets
(126,223)
(184,628)

Sale of tangible fixed assets
2,468
-

Interest received
280
131

Net cash from investing activities

(123,475)
(184,497)

Cash flows from financing activities

Repayment of loans
(164,091)
(164,090)

Repayment of/new finance leases
(8,652)
30,084

Movements on invoice discounting
(211,698)
(391,337)

Dividends paid
(68,594)
(68,594)

Interest paid
(12,777)
(25,751)

Net cash used in financing activities
(465,812)
(619,688)

Net increase/(decrease) in cash and cash equivalents
717,059
(307,890)

Cash and cash equivalents at beginning of year
392,825
700,715

Cash and cash equivalents at the end of year
1,109,884
392,825


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,109,884
392,825


The notes on pages 15 to 35 form part of these financial statements.

Page 14


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

1.


GENERAL INFORMATION

FSC Group Limited is a private company limited by shares and incorporated in England & Wales, registered number 06001580. Its registered office is The Foodservice Centre, Cheddar Business Park, Wedmore Road, Cheddar, Somerset, BS27 3EB. The principal activity of the company is that of a holding company.

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

BASIS OF CONSOLIDATION

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

 
2.3

GOING CONCERN

The directors have assessed the Group’s and Company's ability to continue as a going concern and have considered the Group’s and Company's financial position, cash flow forecasts and available financing facilities for a period of at least twelve months from the date of approval of these financial statements. Based on this assessment, the directors have a reasonable expectation that the Group and Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing these financial statements.

Page 15


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.4

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 16


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.5

REVENUE

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

OPERATING LEASES: THE GROUP AS LESSEE

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

RESEARCH AND DEVELOPMENT

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Page 17


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.8

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

 
2.9

FINANCE COSTS

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

 
2.10

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.11

PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.12

CURRENT AND DEFERRED TAXATION

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


Page 18


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.13

INTANGIBLE ASSETS

GOODWILL

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

OTHER INTANGIBLE ASSETS

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.14

TANGIBLE FIXED ASSETS

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
Nil
Motor vehicles
-
25%
Fixtures and fittings
-
20%
Computer equipment
-
25 - 33.3%

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

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 19


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.15

REVALUATION OF TANGIBLE FIXED ASSETS

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the reporting date.

Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

 
2.16

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.17

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. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.18

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.19

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.20

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 20


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

 
2.21

PROVISIONS FOR LIABILITIES

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.
 
2.22

FINANCIAL INSTRUMENTS

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 Group after the deduction of all its liabilities.

Page 21


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)


2.22
FINANCIAL INSTRUMENTS (CONTINUED)

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

 
2.23

DIVIDENDS

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.



JUDGEMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Freehold property

The freehold property was revalued during the year. The directors have considered whether the revalued land and buildings have been impaired since the in-year revaluation. They have concluded that there has been no impairment and a depreciation charge is not required for the year.

Page 22


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

4.


TURNOVER

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Sales
26,077,447
24,178,105


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
22,387,280
21,323,052

Rest of Europe
620,014
476,376

Rest of the world
3,070,153
2,378,677

26,077,447
24,178,105


Comparative turnover disclosures have been re-analysed to conform with the current year's presentation to aid comparability.


5.


OTHER OPERATING INCOME

2025
2024
£
£

Other operating income
98,541
33,024



6.


OPERATING PROFIT

The operating profit is stated after charging:

2025
2024
£
£

Depreciation
131,100
154,749

Exchange differences
21,952
65,656

Other operating lease rentals
412,050
365,980


7.


AUDITORS' REMUNERATION

During the year, the Group obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Group's auditors for the audit of the Group's annual financial statements
29,600
28,200

Page 23


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

8.


EMPLOYEES

Staff costs, including directors' remuneration, were as follows:


Group
Group
2025
2024
£
£


Wages and salaries
4,822,380
4,175,435

Social security costs
671,117
514,256

Cost of defined contribution scheme
271,472
191,086

5,764,969
4,880,777


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Directors and Managment
41
41



Field Team
21
19



Development and Admin
43
39

105
99


9.


DIRECTORS' REMUNERATION

2025
2024
£
£

Directors' emoluments
471,440
519,873

Group contributions to defined contribution pension schemes
51,347
33,919

522,787
553,792


During the year retirement benefits were accruing to 5 directors (2024: 6) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £119,315 (2024: £116,701).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £9,960 (2024: £5,468).


10.


INTEREST RECEIVABLE

2025
2024
£
£


Other interest receivable
280
131

Page 24


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

11.


INTEREST PAYABLE AND SIMILAR EXPENSES

2025
2024
£
£


Bank interest payable
12,777
25,760


12.


TAXATION


2025
2024
£
£

CORPORATION TAX


Current tax on profits for the year
48,597
32,436

Adjustments in respect of previous periods
943
(328)


TOTAL CURRENT TAX
49,540
32,108

DEFERRED TAX


Origination and reversal of timing differences
(3,989)
(94)

TOTAL DEFERRED TAX
(3,989)
(94)


TAX ON PROFIT
45,551
32,014
Page 25


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025
 
12.TAXATION (CONTINUED)


FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is higher than (2024: higher than) the standard rate of corporation tax in the UK of 25% (2024: 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
159,412
111,585


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
39,853
27,896

EFFECTS OF:


Fixed asset differences
-
2

Expenses not deductible for tax purposes
6,660
5,563

Capital allowances for year in excess of depreciation
(1,903)
-

Adjustments to tax charge in respect of prior periods
943
(793)

Adjustments to tax charge in respect of prior periods - deferred tax
(2)
693

Unrelieved tax losses carried forward
-
46

Other differences leading to an increase (decrease) in the tax charge
-
6,491

Group relief
-
(7,872)

Marginal relief
-
(12)

TOTAL TAX CHARGE FOR THE YEAR
45,551
32,014


13.


DIVIDENDS

2025
2024
£
£


Dividend on ordinary shares
68,594
68,594

Page 26


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

14.


INTANGIBLE ASSETS

Group and Company





Computer software
Goodwill
Total

£
£
£



COST


At 30 December 2024
108,600
20,556
129,156


Disposals
(108,600)
-
(108,600)



At 29 December 2025

-
20,556
20,556





At 30 December 2024
108,600
-
108,600


On disposals
(108,600)
-
(108,600)



At 29 December 2025

-
-
-



NET BOOK VALUE



At 29 December 2025
-
20,556
20,556



At 29 December 2024
-
20,556
20,556



Page 27


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

15.


TANGIBLE FIXED ASSETS

Group



Freehold property
Motor vehicles
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£



COST OR VALUATION


At 30 December 2024
665,000
146,324
444,374
453,542
1,709,240


Additions
-
-
18,666
107,557
126,223


Disposals
-
-
-
(7,230)
(7,230)


Revaluations
70,000
-
-
-
70,000


Exchange adjustments
-
510
-
-
510



At 29 December 2025

735,000
146,834
463,040
553,869
1,898,743



DEPRECIATION


At 30 December 2024
-
115,954
249,382
330,021
695,357


Charge for the year on owned assets
-
-
60,642
60,553
121,195


Charge for the year on financed assets
-
9,905
-
-
9,905


Disposals
-
-
-
(4,762)
(4,762)



At 29 December 2025

-
125,859
310,024
385,812
821,695



NET BOOK VALUE



At 29 December 2025
735,000
20,975
153,016
168,057
1,077,048



At 29 December 2024
665,000
30,370
194,992
123,521
1,013,883




The net book value of land and buildings may be further analysed as follows:


2025
2024
£
£

Freehold
735,000
665,000


The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2025
2024
£
£



Motor vehicles
20,975
-

Page 28


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025
Cost or valuation at 29 December 2025 is as follows:

Land and buildings
£


AT COST
375,487
AT VALUATION:

Accumulated valuations
359,513



735,000

The freehold property was valued by the directors at year end on an open market basis. The valuation was based on a third party valuation conducted by independent chartered surveyors along with other available market data.

If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:

2025
2024
£
£

GROUP


Cost
375,487
375,487

Accumulated depreciation
(187,746)
(180,236)

NET BOOK VALUE
187,741
195,251


16.


FIXED ASSET INVESTMENTS

Company





Investments in subsidiary companies

£



COST OR VALUATION


At 30 December 2024
384,531



At 29 December 2025
384,531




Page 29


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

SUBSIDIARY UNDERTAKINGS


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

The Foodservice Centre Limited
Cheddar Business Park, Wedmore Road, Cheddar, Somerset, BS27 3EB
Food service management and consultancy
Ordinary
100%
FSC Direct Limited
Cheddar Business Park, Wedmore Road, Cheddar, Somerset, BS27 3EB
To purchase and supply various food products to retailers for resale
Ordinary
100%
FSC CEE Limited
Cheddar Business Park, Wedmore Road, Cheddar, Somerset, BS27 3EB
To purchase and supply various food products to retailers for resale
Ordinary
100%
FSC Czechia
Halveska 499/27, Praha - Stare Mesto 11000, Czech Republic
To purchase and supply various food products to retailers for resale
Ordinary
100%

For the year ended 31 December 2025, the Company has provided a legal parent guarantee under Section 479C of the Companies Act 2006 for FSC CEE Limited. By virtue of these guarantees, the subsidiary is exempt from the requirement of the Act relating to the audit of individual financial statements under Section 479A. The Company guarantees all outstanding liabilities and actual or contingent commitments of these entities at the approval date until they are fully satisfied.


17.


STOCKS

Group
Group
2025
2024
£
£

Raw materials and consumables
292,320
207,545


Page 30


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

18.


DEBTORS

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Trade debtors
2,833,922
2,747,586
-
-

Amounts owed by group undertakings
-
-
49,400
49,400

Amounts owed by joint ventures and associated undertakings
1,012,140
1,051,934
-
-

Other debtors
21,098
16,054
-
-

Prepayments and accrued income
251,096
468,651
-
-

Tax recoverable
18
210,652
6
-

4,118,274
4,494,877
49,406
49,400




19.


CASH AND CASH EQUIVALENTS

Group
Group
2025
2024
£
£

Cash at bank and in hand
1,109,884
392,825



20.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Bank loans
91,364
164,090
-
-

Trade creditors
2,374,482
2,104,556
-
-

Amounts owed to group undertakings
-
-
128,856
132,456

Amounts owed to other participating interests
47,225
47,254
-
-

Corporation tax
41,458
24,496
-
-

Other taxation and social security
290,971
357,964
-
-

Obligations under finance lease and hire purchase contracts
21,432
30,084
-
-

Proceeds of factored debts
19,124
230,822
-
-

Other creditors
59,955
231,526
200
-

Accruals and deferred income
2,910,598
2,197,334
500
500

5,856,609
5,388,126
129,556
132,956


Page 31


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

21.


CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group
Group
2025
2024
£
£

Bank loans
-
91,365




22.


LOANS


Analysis of the maturity of loans is given below:


Group
Group
2025
2024
£
£

AMOUNTS FALLING DUE WITHIN ONE YEAR

Bank loans
91,364
164,090

AMOUNTS FALLING DUE 1-2 YEARS

Bank loans
-
91,365


91,364
255,455


Bank loans are secured by the Company by the way of mortgage charge on the freehold property.

In the year ended 29 December 2020, the company was advanced £600,000 and £275,000 as part of the Coronavirus Business Interruption Loan Scheme.

The loan terms are both over 6 years with repayment instalments commencing 7 months and 12 months respectively from the date of drawdown.

Interest is charged at 1.46% and 2.44% respectively, with the first 12 months being paid by the Government.

At the year end, the amount outstanding was £36,364 and £55,000 respectively.

Page 32


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

23.


DEFERRED TAXATION


Group



2025


£






At beginning of year
(119,900)


Charged to profit or loss
(13,511)



AT END OF YEAR
(133,411)




The provision for deferred taxation is made up as follows:

Group
Group
2025
2024
£
£

Accelerated capital allowances
(114,572)
(114,095)

Short term timing differences
7,504
3,039

Capital gains
(26,343)
(8,844)

(133,411)
(119,900)


24.


SHARE CAPITAL

2025
2024
£
£
ALLOTTED, CALLED UP AND FULLY PAID



7,000 (2024: 7,000) Class A shares of £0.01 each
70
70
3,000 (2024: 3,000) Class B shares of £0.01 each
30
30

100

100



25.


RESERVES

Revaluation reserve

The revaluation reserve relates to the accumulated surpluses and deficits on revaluation of the property.

Profit and loss account

The profit and loss account relates to the accumulated profits and losses earned by the company.
Page 33


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025
26.


ANALYSIS OF NET DEBT




At 30 December 2024
Cash flows
At 29 December 2025
£

£

£

Cash at bank and in hand

392,825

717,059

1,109,884

Debt due after 1 year

(91,365)

91,365

-

Debt due within 1 year

(167,405)

72,726

(94,679)

Finance leases

(30,084)

8,652

(21,432)



103,971
889,802
993,773


27.


PENSION COMMITMENTS

The Group operates a defined contributions pension scheme. The assets are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £271,472 (2024: £135,833). Contributions totalling £29,912 (2024: £44,402) were payable to the fund at the balance sheet date and are included in creditors.


28.


COMMITMENTS UNDER OPERATING LEASES

At 29 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2025
2024
£
£

Not later than 1 year
223,172
323,584

Later than 1 year and not later than 5 years
176,485
371,487

399,657
695,071

Page 34


FSC GROUP LIMITED

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 DECEMBER 2025

29.


RELATED PARTY TRANSACTIONS

During the period FSC Direct Limited was charged £12,370 (2024: £20,895) in respect of management charge by Foodservice Quality Foods Limited. FSC Direct Limited at the period end owed £47,225 (2024: £47,254) to Foodservice Quality Foods Limited. This is included in creditors.

At the period end, FSC Direct Limited was owed £52,000 (2024: £20,000) by The Foodservice Instore Limited. This is included in debtors.

The Foodservice Centre Limited was charged £95,769 (2024: £53,174) by The Foodservice Centre lnstore Limited, a company under common control, in respect of consultancy less management costs. At the period end £106,938 (2024: £234,708) was owed by FSC Instore Limited to The Foodservice Centre Limited.

At the period end, The Foodservice Centre Limited was owed £797,281 (2024: £797,201) by Foodservice Quality Foods Ltd. This is included in debtors.

At the period end, The Foodservice Centre Limited owed AP Simpson, a director £3,315 (2024: £3,315). This amount is included within creditors.

The Company has taken the exemption under Section 33 of FRS 102 from disclosing transactions with wholly-owned group companies.

 
Page 35