REGISTERED NUMBER: 15291779 (England and Wales)

Financial Statements for the Year Ended 31 December 2025

for

Valrhona UK Limited

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

Mr P Ragnet

SECRETARY:

Ms V Piomboni

REGISTERED OFFICE:

2nd Floor Uk Wework Paddington

5 Merchant Square

London

W2 1AY

REGISTERED NUMBER:

15291779 (England and Wales)

AUDITORS:

Grant Thornton UK LLP

Waterloo House

71 Princess Road

Leicester

LE1 6TR

CURRENT ASSETS

Debtors

4

2,384,987

2,899,785

Cash at bank

352,784

637,888

2,737,771

3,537,673

CREDITORS

Amounts falling due within one year

5

(1,432,532

)

(2,589,107

)

NET CURRENT ASSETS

1,305,239

948,566

TOTAL ASSETS LESS CURRENT LIABILITIES

1,305,239

948,566

CAPITAL AND RESERVES

Called up share capital

7

750,000

750,000

Retained earnings

8

555,239

198,566

SHAREHOLDERS' FUNDS

1,305,239

948,566

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 23 September 2026 and were signed by:

Mr P Ragnet - Director

1.	STATUTORY INFORMATION

Valrhona 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.

The presentation currency of the financial statements is the Pound Sterling (£).

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements contain information about Valrhona UK Limited as an individual company.

The Company's parent undertaking, Valrhona SAS, includes the Company in its consolidated financial statements.

After reviewing the Company's forecasts and projections, which cover the 12-month period from the date of signing the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

Significant judgements and estimates

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

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

The company does not make significant judgements, estimates and assumptions concerning the future.

Turnover

Revenue is measured at the fair value of the consideration received or receivable, net of returns, discounts and rebates, but excluding VAT and sales tax.

Sale of Goods

Goods are sold to distributors. Revenue from these sales are recognised when:

- the buyer has obtained the significant risks and rewards of ownership of the goods;

- the Company has no significant continuing involvement;

- the amount of revenue and associated costs can be measured reliably; and

- it is probable that the Company will receive the consideration.

Financial instruments

Basic financial instruments are recognised at amortised cost using the effective interest method.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and account receivables and payables, are initially measured at the transaction price (adjusted for transaction cost) 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. However, if the arrangement constitutes a financing transaction, such as a trade debtor or creditor on extended credit terms, initial measurement is at the present value of future cash flows discounted at a market rate of interest. Subsequent measurement is at amortised cost.

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 such evidence is identified, an impairment loss is recognised in the statement of comprehensive income. For financial assets measured at amortised cost, the impairment loss is measured as the difference between carrying amount and the present value of estimated cash flows discounted at the original effective interest rate. If the financial instrument has a variable interest rate the currently effective rate under the contract is used.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset’s carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date. Financial assets and liabilities are offset, and the net amount reported in the statement of financial position when there is an 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. At present, the company has not offset any items.

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.

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 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 operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 7 (2024 - 1 ) .

4.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

as restated

£

£

Trade debtors

2,287,728

2,811,785

Amounts owed by group undertakings

18,010

14,457

Other debtors

79,249

73,543

2,384,987

2,899,785

5.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

as restated

£

£

Trade creditors

15,523

14,715

Amounts owed to group undertakings

1,337,225

2,496,521

Taxation and social security

6,153

20,831

Other creditors

73,631

57,040

1,432,532

2,589,107

The amounts owed to group have been transacted on a commercial basis and fall due in line with payment terms of the invoice. No interest accrues on the balance.

The company has a guarantee dated 4 September 2024 in favour of HM Revenue & Customs (HMRC) for £20,000, as well as a class guarantee facility from the bank for £30,000.

6.	LEASING AGREEMENTS

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

31.12.25

31.12.24

as restated

£

£

Within one year

40,177

24,000

Between one and five years

2,242

2,000

42,419

26,000

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

as restated

£

£

750,000

Ordinary

£1

750,000

750,000

8.

RESERVES

Retained

earnings

£

At 1 January 2025

198,566

Profit for the year

356,673

At 31 December 2025

555,239

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was qualified on the following basis:

Basis for qualified opinion

We were not provided with sufficient appropriate audit evidence concerning related party relationships and transactions. Management has not made available to us a complete list of related parties and as such we were unable to confirm the completeness of related party disclosures. Accordingly, we were unable to determine whether any adjustments might have been found necessary in respect of related party disclosures and the financial statements as a whole.

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

Jane Jones BSc (Hons) (Senior Statutory Auditor)

on behalf of Statutory Auditor Grant Thornton UK LLP

10.	RELATED PARTY DISCLOSURES

The only transactions in the year have been with wholly owned subsidiaries of the group headed by Savencia Holding SCA, and as such the company has taken the advantage of the exemptions available under FRS 102, with respect to the disclosure of related parties.

11.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Valrhona SAS. The ultimate parent company is Savencia Holding SCA which prepares consolidated financial statements which include this company. These financial statements are not publicly available. The registered office of Savencia Holding SCA is Savencia Fromage & Dairy, 42 rue Rieussec, 78223, Viroflay, France.

The company is controlled by Alex Bongrain by virtue of his shareholding.