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REGISTERED NUMBER: 00568996 (England and Wales)












STAPLES BROTHERS LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 5 APRIL 2026






STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 5 APRIL 2026










Page

Company Information 1

Strategic Report 2

Report of the Directors 5

Report of the Independent Auditors 9

Income Statement 11

Other Comprehensive Income 12

Statement of Financial Position 13

Statement of Changes in Equity 14

Statement of Cash Flows 15

Notes to the Statement of Cash Flows 16

Notes to the Financial Statements 18


STAPLES BROTHERS LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 5 APRIL 2026







DIRECTORS: V Read
G Read
B Jobling-Purser



SECRETARY: G Read



REGISTERED OFFICE: Station Farm
Station Road
Sibsey
Boston
Lincolnshire
PE22 0SE



REGISTERED NUMBER: 00568996 (England and Wales)



SENIOR STATUTORY AUDITOR: Nicola Michelle Lenton FCCA



AUDITORS: Dexter & Sharpe Audit Services Ltd
(Statutory Auditor)
Rollestone House
Bridge Street
Horncastle
Lincolnshire
LN9 5HZ

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

STRATEGIC REPORT
FOR THE YEAR ENDED 5 APRIL 2026


The directors present their strategic report for the year ended 5 April 2026.

The principal activity of the company was farming.

REVIEW OF BUSINESS
The results for the year ended 05 April 2026, and the financial position of the company at 05 April 2026, are as shown on the financial statements.

Given the non-complex nature of the company and its business, this review is considered to be balanced and comprehensive, having regard to the size of the company. The review also considers any risks or uncertainties faced by the company.

The financial statements include restatements for the previous year ended 05 April 2025 - as detailed in note 7.

The directors are satisfied with the results for the year.
Turnover for the year totalled £80.4m compared with £75.2m for the previous year (after restatement).
Net profit for the year, after Corporation Tax, was £16.7m compared to £17m for the year ended 05 April 2025 (after restatement).

There were no dividends voted in the year (dividends of £9.6m were voted in the previous year).
However a distribution in specie was made in the year, as detailed in the Report of the Directors.

The company continues to develop and invest in the latest equipment and cutting-edge technology to deliver optimal efficiency and productivity and mitigate industry risks, Total capital spend in the year on plant, machinery and vehicles amounted to £12.5m.

NEW PARENT COMPANY
On 17 November 2025 Vectis Bidco Limited acquired the full issued share capital of the company from the previous parent company, S Farms Limited.

KEY PERFORMANCE INDICATORS
The key financial performance indicators are as follows:
- The gross profit percentage achieved in the year was 37.9% compared to 42.8% in the year to 05 April 2025 (after restatement).
- The net profit percentage achieved in the year was 26.3% compared to 31.6% in the previous year (after restatement).
- The net return on equity for the year was 25.7% compared to 33.9% for the year ended 05 April 2025 (after restatement).

OUTLOOK
The directors believe that the company's balance sheet provides a strong capital base for further sustainable growth alongside long-term security.

PRINCIPAL RISKS AND UNCERTAINTIES
Given the nature of the company's activities the unpredictability of the UK climate will always prove to be challenging. The company meets this risk by implementing procedures to minimise uncertainty and impact on the business through extensive research, crop planning and management, and relevant investment in all areas.


STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

STRATEGIC REPORT
FOR THE YEAR ENDED 5 APRIL 2026

SECTION 172(1) STATEMENT
Section 172 of the Companies Act 2006 requires the directors of the company to act in a way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole and, in doing so, have regard to:
- the likely consequences of any decision long-term;
- the interest of the company's employees;
- the need to foster the company's business relationships with suppliers, customers and others;
- the impact of the company's operations on the community and the environment;
- the desirability of the company maintaining a reputation for high standards of business conduct, and
- the need to act fairly as between members of the company.

Promoting the company's success for its members and long term strategy
Staples Brothers Limited has been managed by the directors, Vernon and George Read, for over thirty years. During the year, following the acquisition by the new parent company, Vectis Bidco Limited, Ben Jobling-Purser was appointed as a director.

Strategic decisions are based on long-term objectives. The long term strategy is investment in the very latest technology and equipment. The company is proud to have created a unique integrated production system delivering the highest efficiency and lowest risk in the industry.

The company always looks to the future in pioneering product development, meeting customer needs through consumer and market insight.

The directors are minded to always act in good faith to promote the success of the company and to act fairly in respect of (and for the benefit of) the shareholders of the company.

Employees
The only paid employees of the company are the Directors following the change in the parent company ownership, no other employees are directly employed by the company.

Our customers and suppliers
The directors and senior management of the associated company, Staples (Vegetables) Limited, oversee the relationships with key suppliers and customers.

The company's main customer is the associated company, Staples (Vegetables) Limited, who supply predominantly to the major UK supermarkets. Key to these relationships is quality of product, service and availability to meet demand throughout the year.

The company views the relationship with its suppliers as vital to the on-going success of the company. The company always seeks to be transparent and fair with suppliers and build loyal and stable working relationships. There are many businesses, both locally and nationally, that have had a mutually beneficial working relationship with the company for more than 30 years.

Our community and the environment
The company is based in Lincolnshire with additional farms on the Isle of Wight. The company has supported many local and community projects in recent years and it has a significant visible presence in the area.

The company, alongside the associated company, Staples (Vegetables) Limited, has a policy for sustainable food and farming as evidenced through its membership of many environmental and ethical assurance schemes. The policy links the environment and farming with a focus on soil management, crop health and protection, recycling, energy efficiency, water management, landscape and nature conservation and on community engagement.

The company provides the associated company, Staples (Vegetables) Limited, with site electricity via an anaerobic digester plant at both the Wrangle and Sibsey processing sites. The plant is run on out-of-specification vegetables and maize silage. The companies are self-sufficient in generating their own electricity.




High standards of business conduct
The directors operate the business in a responsible manner, with regard to maintaining high standards of business conduct, reputation and governance that is expected given the size of the company.


STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

STRATEGIC REPORT
FOR THE YEAR ENDED 5 APRIL 2026

FINANCIAL INSTRUMENTS, RISKS AND THEIR MANAGEMENT
The company's principal financial instruments comprise trade debtors, bank account, trade creditors and finance agreements. The main purpose of these instruments is to finance the operations of the company.

Trade debtors are mainly with the associated company Staples (Vegetables) Limited. Trade debtors are managed for credit and cash flow risk by establishing credit limits and regular monitoring of amounts outstanding for age and limits. Trade debtors included in the balance sheet are net of allowances for bad or doubtful debts.

Bank liquidity risk is managed by real-time record keeping to ensure limits are not exceeded.

Trade creditors liquidity risk is managed through the use of the financial instruments to ensure there are sufficient funds available to meet amounts falling due.

The company uses finance agreements to fund large fixed asset acquisition. The liquidity risk in respect of these agreements is managed by ensuring that there are sufficient funds available to meet the repayments when due.

The directors consider that adequate finance is in place to take advantage of any business opportunities that may arise and consider that the company is in a strong position with regard to market share.

FUTURE DEVELOPMENTS
The company will continue with its successful on-going strategy of investment in the most innovative and leading-edge farming techniques and machinery.


.

ON BEHALF OF THE BOARD:





V Read - Director


1 October 2026

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 5 APRIL 2026


The directors present their report with the financial statements of the company for the year ended 5 April 2026.

DIVIDENDS
On 10 October 2025 the company transferred land and buildings to the parent company, S Farms Limited, via a distribution in specie.
The total value of the distribution, based on the book value of the assets transferred, was £1,905,401.

No other dividends were voted in the year.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
The directors set out in the table below have held office during the whole of the period from 6 April 2025 to the date of this report unless otherwise stated.

Other changes in directors holding office are as follows:

B Jobling-Purser - appointed 14.11.2025


STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 5 APRIL 2026

The directors shown below were in office at 5 April 2026 but did not hold any interest in the 'A' Ordinary shares of £1 each at 6 April 2025 (or date of appointment if later) or 5 April 2026.

V Read
G Read
B Jobling-Purser

STREAMLINED ENERGY AND CARBON REPORTING
Introduction

Staples Brothers Limited and Staples (Vegetables) Limited are associated companies and are the trading operations of a Lincolnshire farming and fresh produce business known as Staples Vegetables. The two companies farm, pack and distribute as a single operation and this report is presented as a combined disclosure appearing in each set of accounts.

Commitment to achieving Net Zero

Staples Brothers Limited and Staples (Vegetables) Limited are committed to achieving Net Zero emissions by 2050.

The two companies farm some 24,000 acres, of which 9,585 hectares were cropped during the year. They operate two anaerobic digestion plants which generated 55,907,319 kilowatt hours during the year, seventeen times the electricity purchased.

Reporting Boundary and Methodology

The boundary is drawn on the operational control approach and covers every facility and activity under the operational control of both companies within the United Kingdom, being twenty one electricity supplies across nineteen locations. Because the two companies operate as one business and the energy records are held at group level, a single combined disclosure is presented in each set of accounts.

Emissions have been calculated in accordance with the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard and using the United Kingdom Government greenhouse gas conversion factors for company reporting 2025. Land based emissions apply IPCC Tier 1 methodology. Energy is expressed on a gross calorific value basis. Scope 2 is reported on the location based method; no site holds a renewable tariff and no certificates are held, so no market based figure arises

Baseline Emissions Footprint

Baseline emissions are a record of the greenhouse gases that have been produced in the past and were produced prior to the introduction of any strategies to reduce emissions. Baseline emissions are the reference point against which emissions reduction can be measured.

Baseline year: 2025-26

Additional details relating to the baseline emissions calculations:
2025-26 is the first year assessed from activity data rather than summary totals, and the first in which refrigerants, biogas combustion, both compressed natural gas streams, land based emissions and business travel are separately quantified. Earlier disclosures (within consolidated group accounts) rested on a narrower measurement basis and are not comparable, so they are not carried as comparatives.

Emissions Total (tCO2e)
Scope 1 27,193.791
Scope 2 (Location based) 572.294
Scope 3 (Included Sources) 4,225.873
Total Emissions 31,991.958

The total is built on the location based Scope 2 figure, no market based figure being applicable. Scope 3 (Included Sources) covers two categories. Category 3, fuel and energy related activities, and category 6, business travel in vehicles owned by employees. Category 6 is the element required to be disclosed; category 3 is reported voluntarily.

Biogenic carbon dioxide of 26,033.443 tonnes arising from the combustion of biogas, and indirect nitrous oxide of 3,738.417 tCO2e arising beyond the farm boundary, are disclosed separately and form no part of any total. Of the biogenic carbon dioxide, 4,935.31 tonnes is captured and sold as a food grade product.





STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 5 APRIL 2026

Current Emissions Reporting

Reporting year: 2025-26 being 01 April 2025 to 31 March 2026

Emissions Total (tCO2e)
Scope 1 27,193.791
Scope 2 (location based) 572.294
Scope 3 (Included Sources) 4,225.873
Total Emissions 31,991.958

The reporting year is also the baseline year, this being the first inventory prepared on this basis.

Energy and intensity 2025-26
Total energy use (kWh) 205,014,466
Scope 1 energy use (kWh) 201,755,720
Scope 2 energy use (kWh) 3,223,302
Scope 3 energy use (kWh) 25,444
tCO2e per full time employee 31.99
tCO2e per £100,000 of turnover 16.83

Emissions Reduction Targets

In order to continue our progress to achieving Net Zero, we have adopted the following carbon reduction targets. We project that carbon emissions will decrease over the next twenty four years to net zero by 2050, against a baseline of 31,991.958 tCO2e recorded for 2025-26. This requires a reduction of between ten and fifteen per cent each year, and between 92 and 98 per cent in total, with any residual balance neutralised through permanent removals.

By 2030 the target is a reduction of 34 to 48 per cent, giving 16,695 to 20,995 tC02e. By 2035 the target is 61 to 77 per cent, giving 7,408 to 12,392. By 2040 the target is 77 to 90 per cent, giving 3,286 to 7,317.

The baseline exceeds earlier disclosures because several sources previously not quantified, being land based emissions, refrigerants and business travel, are now fully measured. That rise reflects wider measurement coverage rather than higher activity, and the baseline is held fixed at 2025-26. These targets will be revisited once the remaining Scope 3 categories are assessed, at which point the baseline will be restated and the trajectory recalculated against it.

Carbon Reduction Projects

Completed carbon reduction initiatives
The first anaerobic digestion plant at Wrangle was commissioned in 2010 and opened in 2011 as the first such project funded through the Government's Environmental Transformation Fund to become operational. A second plant of similar size followed at Sibsey. Together they generated 55,907,319 kilowatt hours during the year and exported 27,179,612 to the grid, against purchases of 3,233,302. Had the grid supplied the same electricity, it would have carried approximately 9,896 tCO2e.

The anaerobic digestion plants also produce biomethane, of which 356,663 kilogrammes fuelled the group's own heavy goods vehicles during the year, displacing roughly two and a half million litres of diesel. Food grade carbon dioxide is captured at the upgraders rather than vented, 4,935.31 tonnes being separated and sold as a product.

Crop trimmings return to the digesters as feedstock, and the residue and liquid digestate return to the land as fertiliser, displacing synthetic nitrogen. Wastewater is recovered, filtered and returned to the production process. The business farms to the LEAF Marque standard and holds Red Tractor certification.

Four electric road vehicles were recorded in the year to 31 March 2025; sixty-nine of two hundred and thirty-six are now electric, including forty-nine minibuses, together with sixty five of seventy-two forklift trucks. All charge on site. Real time driver monitoring operates across the heavy goods fleet, larger trailers have reduced vehicle movements, and maintenance is delivered in house under DVSA Earned Recognition. A 339 kilowatt solar array at Sycamore House generates electricity consumed entirely on site.

In the future we hope to implement further measures such as
Recording fuel consumption by machine rather than by delivery to tank, so that the least efficient agricultural machines can be identified.
Precision nitrogen application, soil testing and further substitution of digestate for synthetic fertiliser.
Reviewing the commercial position on the green gas and renewable transport fuel certificates associated with the compressed natural gas used in the heavy goods fleet, the retention of which would reduce the fleet figure by approximately 917 tCO2e.
Leak detection and the specification of lower global warming potential refrigerants as cold storage equipment is renewed.
Continued electrification of the road fleet, and of agricultural machinery as suitable equipment becomes commercially available.

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 5 APRIL 2026


Directors Declaration and Approval

This energy and carbon disclosure has been completed in accordance with the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, and the associated Environmental Reporting Guidelines issued by the Department for Environment, Food and Rural Affairs.

Emissions have been reported and recorded in accordance with the Greenhouse Gas Protocol Corporate Accounting and Reporting Standard and use the United Kingdom Government greenhouse gas conversion factors for company reporting for the year concerned.

Scope 1 and Scope 2 emissions, United Kingdom energy use and the emissions intensity ratios have been reported in accordance with the requirements of Streamlined Energy and Carbon Reporting, together with business travel in rental cars or vehicles owned by employees where the company is responsible for purchasing the fuel, being the element of Scope 3 the Regulations require. Any further Scope 3 categories shown in this report have been reported voluntarily in accordance with the Corporate Value Chain (Scope 3) Standard, and are not a requirement of the Regulations.

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), 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 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, Dexter & Sharpe Audit Services Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





V Read - Director


1 October 2026

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
STAPLES BROTHERS LIMITED


Opinion
We have audited the financial statements of Staples Brothers Limited (the 'company') for the year ended 5 April 2026 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, 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 5 April 2026 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.

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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
STAPLES BROTHERS LIMITED


Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page eight, 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 Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

- we have enquired of those charged with governance around actual and potential litigation and claims.
- we have reviewed financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- we have enquired of staff engaged in the completion of VAT, tax and compliance work to identify any instances of non compliance with laws and regulations.
- we have audited the risk of management override of controls including review of journal entries and large or unusual transactions, evaluating the business rationale of any significant transactions outside the course of business.

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 Report of the Auditors.




Nicola Michelle Lenton FCCA (Senior Statutory Auditor)
for and on behalf of Dexter & Sharpe Audit Services Ltd
(Statutory Auditor)
Rollestone House
Bridge Street
Horncastle
Lincolnshire
LN9 5HZ

1 October 2026

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

INCOME STATEMENT
FOR THE YEAR ENDED 5 APRIL 2026

2026 2025
as restated
Notes £    £   

TURNOVER 80,436,422 75,222,820

Cost of sales (49,980,099 ) (43,055,057 )
GROSS PROFIT 30,456,323 32,167,763

Administrative expenses (10,570,224 ) (8,921,307 )
19,886,099 23,246,456

Other operating income 1,873,534 855,607
OPERATING PROFIT 3 21,759,633 24,102,063

Interest receivable and similar income - 55,901
21,759,633 24,157,964

Interest payable and similar expenses 4 (636,864 ) (356,380 )
PROFIT BEFORE TAXATION 21,122,769 23,801,584

Tax on profit 5 (4,471,671 ) (6,792,809 )
PROFIT FOR THE FINANCIAL YEAR 16,651,098 17,008,775

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 5 APRIL 2026

2026 2025
as restated
Notes £    £   

PROFIT FOR THE YEAR 16,651,098 17,008,775


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

16,651,098

17,008,775

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

STATEMENT OF FINANCIAL POSITION
5 APRIL 2026

2026 2025
as restated
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 8 400 600
Tangible assets 9 59,998,713 53,748,107
Investments 10 240 240
59,999,353 53,748,947

CURRENT ASSETS
Stocks 11 18,954,313 16,545,908
Debtors 12 13,514,164 17,563,243
Cash at bank 2,761,186 29,169
35,229,663 34,138,320
CREDITORS
Amounts falling due within one year 13 13,543,542 27,864,292
NET CURRENT ASSETS 21,686,121 6,274,028
TOTAL ASSETS LESS CURRENT
LIABILITIES

81,685,474

60,022,975

CREDITORS
Amounts falling due after more than one year 14 (8,630,872 ) (1,468,682 )

PROVISIONS FOR LIABILITIES 18 (8,145,309 ) (8,390,697 )
NET ASSETS 64,909,293 50,163,596

CAPITAL AND RESERVES
Called up share capital 19 60,004 60,004
Retained earnings 20 64,849,289 50,103,592
SHAREHOLDERS' FUNDS 64,909,293 50,163,596

The financial statements were approved by the Board of Directors and authorised for issue on 1 October 2026 and were signed on its behalf by:





V Read - Director


STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 5 APRIL 2026

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 6 April 2024 60,004 42,745,860 42,805,864

Changes in equity
Dividends - (9,651,043 ) (9,651,043 )
Total comprehensive income - 17,008,775 17,008,775
Balance at 5 April 2025 60,004 50,103,592 50,163,596

Changes in equity
Dividends - (1,905,401 ) (1,905,401 )
Total comprehensive income - 16,651,098 16,651,098
Balance at 5 April 2026 60,004 64,849,289 64,909,293

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 5 APRIL 2026

2026 2025
as restated
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 31,082,369 18,516,148
Interest paid (636,864 ) (356,380 )
Tax paid (5,230,771 ) (6,866,811 )
Net cash from operating activities 25,214,734 11,292,957

Cash flows from investing activities
Purchase of tangible fixed assets (1,245,830 ) (14,186,767 )
Sale of tangible fixed assets 2,376,901 332,000
Interest received - 55,901
Net cash from investing activities 1,131,071 (13,798,866 )

Cash flows from financing activities
Capital repayments in year (4,120,623 ) (3,130,390 )
Amount introduced by directors 45 -
Amount withdrawn by directors (1,991 ) (45 )
Equity dividends paid (1,905,401 ) (9,651,043 )
Net cash from financing activities (6,027,970 ) (12,781,478 )

Increase/(decrease) in cash and cash equivalents 20,317,835 (15,287,387 )
Cash and cash equivalents at beginning of year 2 (17,558,028 ) (2,270,641 )
Effect of foreign exchange rate changes 1,379 -
Cash and cash equivalents at end of year 2 2,761,186 (17,558,028 )

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 5 APRIL 2026


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2026 2025
as restated
£    £   
Profit before taxation 21,122,769 23,801,584
Depreciation charges 6,435,129 4,806,088
(Profit)/loss on disposal of fixed assets (188,932 ) 57,179
Gain on foreign exchange (1,379 ) -
Finance costs 636,864 356,380
Finance income - (55,901 )
28,004,451 28,965,330
Increase in stocks (2,408,405 ) (4,572,012 )
Decrease/(increase) in trade and other debtors 4,562,791 (8,058,796 )
Increase in trade and other creditors 923,532 2,181,626
Cash generated from operations 31,082,369 18,516,148

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 5 April 2026
5.4.26 6.4.25
£    £   
Cash and cash equivalents 2,761,186 29,169
Bank overdrafts - (17,587,197 )
2,761,186 (17,558,028 )
Year ended 5 April 2025
5.4.25 6.4.24
as restated
£    £   
Cash and cash equivalents 29,169 92,477
Bank overdrafts (17,587,197 ) (2,363,118 )
(17,558,028 ) (2,270,641 )


STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 5 APRIL 2026


3. ANALYSIS OF CHANGES IN NET DEBT

Other
non-cash
At 6.4.25 Cash flow changes At 5.4.26
£    £    £    £   
Net cash
Cash at bank 29,169 2,732,017 - 2,761,186
Bank overdrafts (17,587,197 ) 17,587,197 - -
(17,558,028 ) 20,319,214 - 2,761,186
Debt
Finance leases (2,703,019 ) 4,120,623 (13,627,674 ) (12,210,070 )
(2,703,019 ) 4,120,623 (13,627,674 ) (12,210,070 )
Total (20,261,047 ) 24,439,837 (13,627,674 ) (9,448,884 )

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 5 APRIL 2026


1. 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.

Significant judgements and estimates
The preparation of the financial statements requires the directors to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

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

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Entitlements are being amortised evenly over their estimated useful life of five years.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Freehold property - 12.5% on reducing balance, 5% on reducing balance and Nil
Farm fixtures - 25% on reducing balance
Plant and machinery - 35% on reducing balance, 25% on reducing balance, 20% on reducing balance, 12.5% on reducing balance, 5% on reducing balance and Straight line over 10 years
Motor vehicles and trailers - 25% on reducing balance
Tractors and harvesters - 25% on reducing balance, 20% on reducing balance and 12.5% on reducing balance

Government grants
Grants receivable in respect of tangible fixed assets are treated as deferred income which is credited to the profit and loss account over the estimated economic lives of the related assets. Grants receivable in respect of profit and loss expenditure are credited to the expenditure heading concerned in the year of receipt.

Valuation and other stocks
The valuation of farm stock and tenantright was carried out by independent valuers Martin Wright Surveyors Limited, The Orchard Rooms, Frith Bank, Boston and is in accordance with FRS 102.

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

Financial instruments
Financial instruments are recognised on the balance sheet when the company becomes party to the contractual provisions of the instrument.

Basic financial assets, including debtors and creditors with no stated interest rate, and debtors and creditors within one year, are recorded at the transaction price. Financial assets, other than those held at fair value, are assessed for indicators of impairment at each reporting end date. Any losses arising from impairment are recognised in the income statement.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.
Trade creditors, recognised at the transaction price, are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not they are presented as non-current liabilities.

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


1. ACCOUNTING POLICIES - continued

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 statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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 statement of financial position 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.

Biological assets
Biological assets are recognised only when three recognition criteria have been fulfilled:
- the entity has control over the asset as a result of past events;
- it is probable that future economic benefits associated with the asset will flow to the entity; and
- the fair value or cost of the asset can be measured reliably


In respect of agricultural produce harvested from a biological asset, this is measured at the point of harvest at either;
- lower of cost and estimated selling price less costs to complete and sell; or
- fair value less costs to sell with any gain or loss arising on initial recognition of agricultural produce at fair value less costs to sell being included in profit or loss

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

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets and depreciated over the shorter of the lease term and their useful lives. Finance leases are those where substantially all the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

2. EMPLOYEES AND DIRECTORS
2026 2025
as restated
£    £   
Wages and salaries 464,000 -
Social security costs 68,024 -
532,024 -

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


2. EMPLOYEES AND DIRECTORS - continued

The average number of employees during the year was as follows:
2026 2025
as restated

Directors 3 2

Included in Contract work and plant hire are staff costs of £4,789,922 (2025 - £3,904,909) which have been recharged from the associated company Staples (Vegetables) Limited per note 23.

2026 2025
as restated
£    £   
Directors' remuneration 464,000 -

Information regarding the highest paid director for the year ended 5 April 2026 is as follows:
2026

£   
Emoluments etc 464,000

3. OPERATING PROFIT

The operating profit is stated after charging:

2026 2025
as restated
£ £
Depreciation of tangible fixed assets
- owned by the company4,075,8343,641,903
- held under finance leases & hire purchase contracts2,359,2951,164,185
Auditors remuneration17,93016,280
Auditors remuneration for non audit services2,7952,323
Grant release(36,846(45,964)
Currency exchange (gain)/loss(5,210(5,719)


4. INTEREST PAYABLE AND SIMILAR EXPENSES
2026 2025
as restated
£    £   
Bank overdraft interest 318 326
Bank loan interest 282,208 -
Hire purchase interest 159,726 70,767
Corporation tax interest 193,047 664
PAYE and VAT interest 1,565 450
Interest paid to related
parties - 284,173
636,864 356,380

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


5. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2026 2025
as restated
£    £   
Current tax:
UK corporation tax 3,302,205 3,710,383
Under / (Overprovision) in
previous year 1,174,878 (27 )
R&D Under/(Overprovision) in
previous year 239,976 159,872
Total current tax 4,717,059 3,870,228

Deferred tax (245,388 ) 2,922,581
Tax on profit 4,471,671 6,792,809

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

2026 2025
as restated
£    £   
Profit before tax 21,122,769 23,801,584
Profit multiplied by the standard rate of corporation tax in the UK of 25% (2025 -
25%)

5,280,692

5,950,396

Effects of:
Expenses not deductible for tax purposes 1,586 112
Income not taxable for tax purposes (2,138 ) (2,900 )
Capital allowances in excess of depreciation (1,692,059 ) (2,042,842 )
Adjustments to tax charge in respect of previous periods 1,414,854 159,845
Grant proceeds on capital items released (9,212 ) (11,491 )
Mars adjustment 10,544 (37,315 )
(Profit)/loss on disposal of fixed assets (47,233 ) 14,295
Temporary timing differences (245,388 ) 2,922,581
Research and development - tax claim adjustment (239,975 ) (159,872 )
Total tax charge 4,471,671 6,792,809

6. DIVIDENDS

A distribution in specie was made to the parent company, S Farms Limited, on 10 October 2025 in respect of land and buildings transferred.The total value of the distribution, based on the book value of the assets transferred, was £1,905,401.

There were no other Dividends voted in the year. Dividends of £9,651,043 were voted on the 'A' Ordinary shares for the previous accounting period.

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


7. PRIOR YEAR ADJUSTMENT

The financial statements for the prior year (ended 05 April 2025) have been restated due to a correction in the treatment of Research and Development Expenditure Credit (RDEC) received.
The net RDEC amounts received in the year ended 05 April 2025 of £479,617 were previously included, as a credit, within the Tax on profit figure on the Income Statement.
The correction of the prior year financial statements has restated these RDEC receipts into Other operating income on the Income Statement at the grossed-up figure of £639,489.
The Tax on profit figure has increased by £159,872 representing the Corporation Tax charge on the grossed-up RDEC income of £639,489.

Profit before taxation increases from £23,162,095 to the restated figure of £23,801,584 as a result of the adjustment. Tax on profit increases by the same amount. There is no adjustment to the Total Comprehensive Income for the year.

A further adjustment has been made to the Trading and Profit and Loss Account in respect of closing stock. Previously the opening and closing stock figures have been included within Turnover.
The prior year accounts have been adjusted to move the opening and closing stock figures into Cost of Sales.
The effect of this change is to reduce Turnover for the year ended 05 April 2025 to £75,222,820 compared with the original figure of £77,561,942.
Cost of Sales are also reduced for the year ended 05 April 2026 by the same amount, leaving the Gross Profit figure for the year unchanged.

These two prior period adjustments have no impact on the Statement of Financial Position as at 05 April 2025 or on the opening position at the beginning of the year ended 05 April 2026.

8. INTANGIBLE FIXED ASSETS
Entitlements
£   
COST
At 6 April 2025
and 5 April 2026 1,000
AMORTISATION
At 6 April 2025 400
Amortisation for year 200
At 5 April 2026 600
NET BOOK VALUE
At 5 April 2026 400
At 5 April 2025 600

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


9. TANGIBLE FIXED ASSETS
Freehold Farm Plant and
property fixtures machinery
£    £    £   
COST
At 6 April 2025 33,895,037 978,154 51,156,029
Additions 2,319,487 - 11,486,332
Disposals (1,906,246 ) (88,718 ) (732,169 )
At 5 April 2026 34,308,278 889,436 61,910,192
DEPRECIATION
At 6 April 2025 11,381,429 910,783 25,350,795
Charge for year 978,737 16,826 3,992,212
Eliminated on disposal (779 ) (88,635 ) (677,299 )
At 5 April 2026 12,359,387 838,974 28,665,708
NET BOOK VALUE
At 5 April 2026 21,948,891 50,462 33,244,484
At 5 April 2025 22,513,608 67,371 25,805,234

Motor
vehicles Tractors
and and
trailers harvesters Totals
£    £    £   
COST
At 6 April 2025 238,500 11,483,283 97,751,003
Additions - 1,067,685 14,873,504
Disposals (16,000 ) (1,183,415 ) (3,926,548 )
At 5 April 2026 222,500 11,367,553 108,697,959
DEPRECIATION
At 6 April 2025 236,004 6,123,885 44,002,896
Charge for year 625 1,446,529 6,434,929
Eliminated on disposal (16,000 ) (955,866 ) (1,738,579 )
At 5 April 2026 220,629 6,614,548 48,699,246
NET BOOK VALUE
At 5 April 2026 1,871 4,753,005 59,998,713
At 5 April 2025 2,496 5,359,398 53,748,107

Included in cost of land and buildings is freehold land of £ 3,979,224 (2025 - £ 3,962,694 ) which is not depreciated.

The net book value of tangible fixed assets includes £15,109,776 (2025 - £7,462,197) in respect of assets held under hire purchase contracts and finance leases.

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


10. FIXED ASSET INVESTMENTS
Unlisted
investments
£   
COST
At 6 April 2025
and 5 April 2026 240
NET BOOK VALUE
At 5 April 2026 240
At 5 April 2025 240

11. STOCKS
2026 2025
as restated
£    £   
Valuation 17,015,793 15,996,790
Other stocks 1,938,520 549,118
18,954,313 16,545,908

Biological assets included within the valuation are as follows:
20262025
as restated
£ £

As at 6 April 20254,960,5122,720,937
Net movement on cultivations201,7822,239,575
As at 5 April 20265,162,2944,960,512



12. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2026 2025
as restated
£    £   
Trade debtors 7,895,287 14,607,249
Other debtors 1,771,927 151,241
Corporation tax 1,305,944 792,232
VAT 1,813,120 1,281,494
Prepayments and accrued income 727,886 731,027
13,514,164 17,563,243

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


13. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2026 2025
as restated
£    £   
Bank loans and overdrafts (see note 15) - 17,587,197
Hire purchase contracts (see note 16) 3,799,808 1,487,485
Trade creditors 9,223,948 8,287,802
Staples (Vegetables) Limited - 45
S Farms Limited - 29,497
Directors' current accounts 5,229 7,175
Accruals and deferred income 482,018 428,245
Deferred government grants 32,539 36,846
13,543,542 27,864,292

14. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2026 2025
as restated
£    £   
Hire purchase contracts (see note 16) 8,410,262 1,215,534
Deferred government grants 220,610 253,148
8,630,872 1,468,682

15. LOANS

An analysis of the maturity of loans is given below:

2026 2025
as restated
£    £   
Amounts falling due within one year or on demand:
Bank overdrafts - 17,587,197

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


16. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase
contracts
2026 2025
as restated
£    £   
Gross obligations repayable:
Within one year 4,355,298 1,543,200
Between one and five years 9,269,600 1,239,676
13,624,898 2,782,876

Finance charges repayable:
Within one year 555,490 55,715
Between one and five years 859,338 24,142
1,414,828 79,857

Net obligations repayable:
Within one year 3,799,808 1,487,485
Between one and five years 8,410,262 1,215,534
12,210,070 2,703,019

Non-cancellable
operating leases
2026 2025
as restated
£    £   
Within one year 557,680 420,298
Between one and five years 1,278,174 1,441,954
In more than five years 28,859 15,750
1,864,713 1,878,002

The above non-cancellable operating leases all relate to land rent or contract farm agreements.

17. SECURED DEBTS

The following secured debts are included within creditors:

2026 2025
as restated
£    £   
Bank overdraft - 17,587,197
Hire purchase contracts 12,210,070 2,703,019
12,210,070 20,290,216

The hire purchase contracts are secured on the assets concerned.

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


18. PROVISIONS FOR LIABILITIES
2026 2025
as restated
£    £   
Deferred tax 8,145,309 8,390,697

Deferred
tax
£   
Balance at 6 April 2025 8,390,697
Provided during year (245,388 )
Balance at 5 April 2026 8,145,309

The above provision for deferred taxation is made up of accelerated capital allowances and represents the maximum potential liability.

Deferred tax has been calculated at 25%.

19. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2026 2025
value: as restated
£    £   
60,004 'A' Ordinary £1 60,004 60,004

20. RESERVES
Retained
earnings
£   

At 6 April 2025 50,103,592
Profit for the year 16,651,098
Dividends (1,905,401 )
At 5 April 2026 64,849,289

21. CONTINGENT LIABILITIES

On 09 March 2026 Coöperatieve Rabobank U.A. Facility Agent and Security Agent registered a debenture as security for the payment and discharge of all debt owed to the bank in the form of a fixed charge and a floating charge over all the property or undertaking of the company.

The previous charges to HSBC UK Bank plc were satisfied in full in February 2026.

22. CAPITAL COMMITMENTS
2026 2025
as restated
£    £   
Contracted but not provided for in the
financial statements 11,403,573 4,397,102

STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026


23. RELATED PARTY DISCLOSURES


The company was associated with its former parent company, S Farms Limited. No dividends were voted in the year (2025 - 9,651,043) and at the year end there was nothing (2025 - £29,497) owing to S Farms Limited.

A distribution in specie was made to S Farms Limited prior to 17 November 2025 in respect of land transferred having a book value of £1,905,401.

From 17 November 2025 the company is associated with its parent company, Vectis Bidco Limited, following its acquisition of the company.

The company is associated with Staples (Vegetables) Limited - at the year end the amount of £nil (2025 - 45) was owing to Staples (Vegetables) Limited. A summary of the transactions is shown below.

2026 2025
as restated
£ £
Sale of produce 59,920,361 62,265,073
Compressed natural gas recharges to Staples (Vegetables) Limited 60,906 -
Labour costs recharged by Staples (Vegetables) Limited (4,789,922 ) (3,904,909 )
Haulage costs recharged by Staples (Vegetables) Limited (963,600 ) -
Amounts outstanding at the year end were as follows:

Balance owed by Staples (Vegetables) Limited 3,734,598 12,761,844
Balance owed to Staples (Vegetables) Limited (996,319 ) (696,929 )

The Staples 1993 Pension Fund owns land that is farmed by the company. A rent of £157,710 (2025 - £181,845) was paid to the Scheme in respect of land.


V Read, a director, is also a director of VER Limited. The crop recharges and purchases from VER Limited are given below.Within the previous year VER Limited loaned Staples Brothers Limited £3,750,000, interest was charged at 1% above base rate, totalling £120,809. At the balance sheet date the amount outstanding was £nil and remains £nil for this year.

2026 2025
as restated
£ £
Plants and Seeds recharge - 133,145
Contracting recharge - 281,687

Crop purchases - (756,250 )

Contract farming agreements (258,025 ) -

G Read, a director, is also a director of G-VEG Limited. The recharges and purchases from G-VEG Limited are given below. Within the previous year G-VEG Limited loaned Staples Brothers Limited £4,800,000, interest was charged at 1% above base rate, totalling £163,364. At the balance sheet date the amount owed to G-VEG Limited was £nil and remains at £nil this year.

2026 2025
as restated
£ £
Plants and Seeds - 127,719
Contracting - 158,056

Crop purchases - (479,198 )

Contract farming agreements (232,847 ) -



STAPLES BROTHERS LIMITED (REGISTERED NUMBER: 00568996)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 5 APRIL 2026

G Read, a director, is also a director of G & P Read Limited together with his wife. The recharges and purchases from G & P Read Limited are given below. At the balance sheet date the amount owed to G & P Read Limited was £nil (2025 - £nil).

2026 2025
as restated
£ £
Plants and Seeds - 38,603
Contracting - 68,790

Crop purchases - (156,060 )

Contract farming agreements (62,391 )


Included within creditors are loans from the following related parties:
The loans are repayable on demand. 2026 2025
as restated
£ £
Due within one year:
Vernon Read 976 932
George Read 4,253 6,243
5,229 7,175



24. POST BALANCE SHEET EVENTS

After significant investment in the last two years in an upgrade to the anaerobic digester, the improved plant came online in August 2025 and began to generate extra income. The company has now turned its attention to adding a biogas system at its Sibsey site which will generate even more gas for the company's own use and for sale. Investment is ongoing during the 2026/27 financial year with the expectation that the system will come online around April 2027.

25. ULTIMATE CONTROLLING PARTY

The company is now controlled by Vectis Bidco Limited, a company incorporated in England & Wales, (company number 16775966) following its acquisition of the issued share capital of Staples Brothers Limited on 17 November 2025. The registered office of Vectis Bidco Limited is 3rd Floor, 1 Ashley Road, Altrincham, Cheshire, WA14 2DT.

Prior to 17 November 2025 the company was controlled by S Farms Limited (company number 13179690).

The ultimate controlling party is Sprout LP, a limited partnership registered in Canada.

26. ASSOCIATED COMPANIES

The company is associated with Staples (Vegetables) Limited by virtue of both companies having the same parent company.

The company was associated with its former parent company, S Farms Limited, up to 17 November 2025.

From 17 November 2025 the company is associated with its new parent company, Vectis Bidco Limited.