ACCOUNTS - Final Accounts

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

Registered number: 06910606

THEW ARNOTT GROUP LIMITED

ANNUAL REPORT

FOR THE YEAR ENDED 31 MARCH 2026

THEW ARNOTT GROUP LIMITED

COMPANY INFORMATION

Directors	R F Newman
	V A Newman


Registered number	06910606


Registered office	3rd Floor
	86 - 90 Paul Street
	London
	EC2A 4NE


Independent auditor	Cooper Parry Group Limited
	Statutory Auditor
	Broadwalk House
	5th Floor
	5 Appold Street
	Broadgate
	London
	EC2A 2AG

THEW ARNOTT GROUP LIMITED

CONTENTS

	Page
Group strategic report	1 - 2
Directors' report	3 - 4
Independent auditor's report	5 - 8
Consolidated statement of comprehensive income	9
Consolidated balance sheet	10 - 11
Company balance sheet	12
Consolidated statement of changes in equity	13
Company statement of changes in equity	14
Consolidated statement of cash flows	15 - 16
Consolidated analysis of net funds	17
Notes to the financial statements	18 - 39

THEW ARNOTT GROUP LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2026

Introduction

The directors present their strategic report of the company and the group for the year ended 31 March 2026.

Business review

The review represents a balanced and comprehensive view of the development and performance of the group during the year ending 31 March 2026 and its financial position at the year end.

The group continues to supply ingredients, raw materials, colours, dyes, pigments and lakes to the food, pharmaceutical, cosmetic and certain technical industries.

The directors consider the key financial performance indicators are those that communicate the financial performance and strength of the group as a whole and relate to sales turnover and gross profit. Its objective remains to maintain a healthy cash balance for future business opportunities and investments.

Sales turnover during the year under review was £22,032,564 as compared with £23,170,272 in 2025. There was a fall in turnover for both Thew Arnott & Co and Squires Kitchen (sold in previous financial year) however this was partially offset by the improved performance of the US subsidiaries, particularly Thew Arnott LLC.

Gross profit margins have decreased when compared with the previous year (44% compared with 45% in 2025). The group still shows a healthy cash balance of £4.99m compared with the balance of £5.59m at 31 March 2025. The directors are seeking to improve performance during the coming year by expanding its customer base and continuing to sell its own manufactured and branded products. Moreover, resources have been invested in developing relationships with international producers and exploring new markets.

The group actively continues to seek out long term partnering arrangements with both its principals and customers which has the benefit of producing a higher quality of service, while securing longer-term contracts and ongoing relationships to the benefit of all parties concerned.

The group continues to operate mainly in Pounds Sterling, US Dollars and Euros. The volatility on exchange rates can therefore have an impact on the results of the group.

At the year end, shareholders' funds increased from £11.03m in 2025 to £13.5m at 31 March 2026, reflecting another profitable year for the group.

The business environment continues to be challenging and competitive. The gross profit margin levels have been decreased and the group has a good business pipeline for the remainder of the year.

Principal risks and uncertainties

The risks arising from the group's financial instruments are currency risk, liquidity risk and credit risk. The directors across the group's companies review and agree policies for managing each of these risks and these policies have remained unchanged from previous years.

The group has sufficient liquid resources to meet the operating needs of its business.

Page 1

THEW ARNOTT GROUP LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2026

The group maintains rigorous control over its working capital. Debt collection is currently in line with budgeted targets and each customer is given a credit rating which forms the basis upon which goods are sold. Moreover most of its trade debts are covered by credit insurance and therefore the exposure to bad debts is substantially reduced.

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

R F Newman

Director

Date: 12 October 2026

Page 2

THEW ARNOTT GROUP LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 MARCH 2026

The directors present their report and the financial statements for the year ended 31 March 2026.

Directors' responsibilities statement

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; and

∙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.

Principal activity

The principal activity of the group in the year under review was that of the supply of ingredients and raw materials to the food, pharmaceutical, cosmetic and certain technical industries through agency/distribution agreements and direct sourcing as well as the production of lecithin blends and confectionery polishes and glazes. In addition, the group supplies high quality colours, dyes, pigments and lakes to these industries. The group also wholesales a wide range of food products.

Results and dividends

The profit for the year, after taxation, amounted to £2,894,911 (2025: £2,145,831).

The following interim dividends were paid on 18th June 2025, 18th September 2025, 18th December 2025 and 18th March 2026:

Ordinary A shares - £46,631
Ordinary B shares - £16,200
Ordinary C shares - £66,240
Ordinary D shares - £21,164
Ordinary E shares - £21,164
Ordinary F shares - £21,164

The total distribution of dividends for the year ending 31 March 2026 will be £192,563.

Page 3

THEW ARNOTT GROUP LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2026

Directors

The directors who served during the year were:

R F Newman

V A Newman

Future developments

Likely future developments in the business of the group are discussed in the strategic report.

Research and development activities

The group engages in research and development activities to further enhance the range of products and product solutions which are available to its customers.

Matters covered in the group strategic report

The group has chosen in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out in the group's strategic report information required by the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 Schedule 7 to be contained in the directors' report.

Disclosure of information to auditor

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 auditor is 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 auditor is aware of that information.

Auditor

The auditor, Cooper Parry Group 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.

R F Newman

Director

Date: 12 October 2026

Page 4

THEW ARNOTT GROUP LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THEW ARNOTT GROUP LIMITED

Opinion

We have audited the financial statements of Thew Arnott Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2026, which comprise the consolidated statement of comprehensive income, the consolidated and company balance sheet, the consolidated and company statement of changes in equity, the consolidated statement of cash flows, the consolidated analysis of net funds 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 31 March 2026 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 auditor's 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.

Page 5

THEW ARNOTT GROUP LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THEW ARNOTT GROUP LIMITED (CONTINUED)

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

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 3, 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

THEW ARNOTT GROUP LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THEW ARNOTT GROUP LIMITED (CONTINUED)

Auditor's responsibilities for the audit of the financial statements

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

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We discussed with the directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance.

During the audit we focused on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation. Of particular importance is the company's compliance with food and safety standards. We obtained the relevant authorisation from the local council in this regard.

Our procedures in relation to fraud included but were not limited to: inquires of management whether they have any knowledge of any actual, suspected or alleged fraud, and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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 auditor's report.

Page 7

THEW ARNOTT GROUP LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THEW ARNOTT GROUP LIMITED (CONTINUED)

Use of our report

This report is made solely to the group'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 group's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the group and the group's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Paul Hodgett BA (Hons) FCA (Senior Statutory Auditor)

for and on behalf of

Cooper Parry Group Limited

Statutory Auditor

Broadwalk House

5th Floor

5 Appold Street

Broadgate

London

EC2A 2AG

13 October 2026

Page 8

THEW ARNOTT GROUP LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2026

	2026	2025
Note	£	£


Turnover	4	22,032,564	23,170,272
Cost of sales		(12,335,658)	(12,741,181)
Gross profit		9,696,906	10,429,091
Administrative expenses		(6,451,284)	(7,348,384)
Other operating income	5	225,841	186,230
Gain/(loss) on revaluation of investments		52,630	(5,006)
Operating profit	6	3,524,093	3,261,931
Interest receivable and similar income	10	222,872	57,240
Interest payable and similar expenses	11	(25)	(1,036)
Profit before taxation		3,746,940	3,318,135
Tax on profit	12	(852,029)	(1,172,304)
Profit for the financial year		2,894,911	2,145,831


Exchange rate movement on prior year reserves	-	(50,259)
Exchange differences on translation	(186,685)	(13,752)
Other comprehensive expenses for the year	(186,685)	(64,011)
Total comprehensive income for the year	2,708,226	2,081,820

Profit for the year attributable to:
Owners of the parent company		2,894,911	2,145,831

Total comprehensive income for the year attributable to:
Owners of the parent company		2,708,226	2,081,820

There were no recognised gains and losses for 2026 or 2025 other than those included in the consolidated statement of comprehensive income.

The notes on pages 18 to 39 form part of these financial statements.

Page 9

THEW ARNOTT GROUP LIMITED

REGISTERED NUMBER: 06910606

CONSOLIDATED BALANCE SHEET

AS AT 31 MARCH 2026

		2026		2025
Note		£		£

Fixed assets
Intangible assets	14		30,481		40,900
Tangible fixed assets	15		2,459,449		2,058,033
Investment property	17		700,000		483,173
			3,189,930		2,582,106
Current assets
Stocks	18	1,653,902		1,998,614
Debtors: amounts falling due after more than one year	19	1,604,277		-
Debtors: amounts falling due within one year	19	7,483,281		5,773,444
Current asset investments	20	260,988		244,994
Cash at bank and in hand		4,986,732		5,589,913
		15,989,180		13,606,965
Creditors: amounts falling due within one year	21	(5,537,707)		(5,080,937)
Net current assets			10,451,473		8,526,028
Total assets less current liabilities			13,641,403		11,108,134
Creditors: amounts falling due after more than one year	22		(47,920)		(25,353)
Provisions for liabilities
Deferred taxation	24		(46,322)		(51,283)
Net assets			13,547,161		11,031,498

Capital and reserves
Called up share capital	25	1,520	1,520
Capital redemption reserve	26	24	24
Other reserves	26	(25,817)	(23,539)
Profit and loss account	26	13,571,434	11,053,493
Shareholders' funds		13,547,161	11,031,498

Page 10

THEW ARNOTT GROUP LIMITED

REGISTERED NUMBER: 06910606

CONSOLIDATED BALANCE SHEET (CONTINUED)

AS AT 31 MARCH 2026

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

R F Newman

Director

Date: 12 October 2026

The notes on pages 18 to 39 form part of these financial statements.

Page 11

THEW ARNOTT GROUP LIMITED

REGISTERED NUMBER: 06910606

COMPANY BALANCE SHEET

AS AT 31 MARCH 2026

		2026		2025
Note		£		£

Fixed assets
Tangible fixed assets	15		23,509		31,307
Investments	16		257		457
			23,766		31,764
Current assets
Debtors: amounts falling due after more than one year	19	1,604,278		-
Debtors: amounts falling due within one year	19	2,661,720		3,550,471
Current asset investments	20	260,988		244,994
Cash at bank and in hand		2,267,279		2,897,454
		6,794,265		6,692,919
Creditors: amounts falling due within one year	21	(2,300,972)		(3,010,053)
Net current assets			4,493,293		3,682,866
Total assets less current liabilities			4,517,059		3,714,630

Creditors: amounts falling due after more than one year	22		(19,170)		(25,353)

Net assets			4,497,889		3,689,277

Capital and reserves
Called up share capital	25	1,520	1,520
Profit and loss account	26	4,496,369	3,687,757
Shareholders' funds		4,497,889	3,689,277

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

R F Newman

Director

Date: 12 October 2026

The notes on pages 18 to 39 form part of these financial statements.

Page 12

THEW ARNOTT GROUP LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2026

	Called up share capital	Capital redemption reserve	Other reserves	Profit and loss account	Total equity
	£	£	£	£	£
At 1 April 2025	1,520	24	(23,539)	11,053,493	11,031,498

Profit for the year	-	-	-	2,894,911	2,894,911
Exchange differences on translation	-	-	(2,278)	(184,407)	(186,685)
Dividends	-	-	-	(192,563)	(192,563)
At 31 March 2026	1,520	24	(25,817)	13,571,434	13,547,161

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2025

	Called up share capital	Capital redemption reserve	Other reserves	Profit and loss account	Total equity
	£	£	£	£	£
At 1 April 2024	1,520	24	(9,787)	9,168,827	9,160,584

Profit for the year	-	-	-	2,145,831	2,145,831
Exchange differences on translation	-	-	(13,752)	(50,259)	(64,011)
Dividends	-	-	-	(210,906)	(210,906)
At 31 March 2025	1,520	24	(23,539)	11,053,493	11,031,498

The notes on pages 18 to 39 form part of these financial statements.

Page 13

THEW ARNOTT GROUP LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2026

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 April 2025	1,520	3,687,757	3,689,277

Profit for the year	-	1,001,175	1,001,175
Dividends	-	(192,563)	(192,563)
At 31 March 2026	1,520	4,496,369	4,497,889

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2025

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 April 2024	1,520	3,153,852	3,155,372

Profit for the year	-	744,811	744,811
Dividends	-	(210,906)	(210,906)
At 31 March 2025	1,520	3,687,757	3,689,277

The notes on pages 18 to 39 form part of these financial statements.

Page 14

THEW ARNOTT GROUP LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 MARCH 2026

			2026	2025
			£	£

Cash flows from operating activities
Profit for the financial year	2,894,911	2,145,831
Adjustments for:
Amortisation of intangible assets	10,419	-
Depreciation of tangible fixed assets	248,581	295,568
Loss on disposal of fixed assets	-	308,231
Government grants	-	(5,940)
Finance costs	25	1,036
Interest received	(222,872)	(57,240)
Taxation charge	852,029	1,172,304
Decrease in stocks	344,712	550,692
(Increase)/decrease in debtors	(3,314,114)	109,852
Increase in creditors	1,045,448	331,036
Decrease in provisions	(4,961)	-
Profit on revaluation of fixed assets	-	5,006
Corporation tax paid	(1,411,957)	(1,193,585)
Interest paid	-	(1,036)
Net cash generated from operating activities	442,221	3,661,755

Cash flows from investing activities
Purchase of tangible fixed assets	(729,277)	(793,866)
Sale of tangible fixed assets	-	(66,939)
Purchase of investment property	(216,827)	(483,173)
Interest received	222,872	57,240
Purchase of investment shares	-	(250,000)
Income received from fixed asset investments	(15,994)	-
Net cash used in investing activities	(739,226)	(1,536,738)

Page 15

THEW ARNOTT GROUP LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2026

		2026	2025
		£	£


Cash flows from financing activities
Repayments of finance leases in year	(6,183)	(6,183)
Amount withdrawn by directors	-	(565,000)
Equity dividends paid	(192,563)	(210,906)
Interest paid	(25)	-
Government grants	-	5,940
Net cash used in financing activities	(198,771)	(776,149)
Net (decrease)/increase in cash and cash equivalents	(495,776)	1,348,868
Cash and cash equivalents at beginning of year	5,589,913	4,278,548
Foreign exchange gains and losses	(107,405)	(37,503)
Cash and cash equivalents at the end of year	4,986,732	5,589,913

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	4,986,732	5,589,913

The notes on pages 18 to 39 form part of these financial statements.

Page 16

THEW ARNOTT GROUP LIMITED

CONSOLIDATED ANALYSIS OF NET FUNDS

FOR THE YEAR ENDED 31 MARCH 2026


At 1 April 2025	Cash flows	At 31 March 2026
£	£	£

Cash at bank and in hand	5,589,913	(603,181)	4,986,732
Finance leases	(31,536)	6,183	(25,353)
Investments	244,994	15,994	260,988
	5,803,371	(581,004)	5,222,367

The notes on pages 18 to 39 form part of these financial statements.

Page 17

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

1.	General information

Thew Arnott Group 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 (£).

The company's principal place of business is 270 London Road, Wallington, SM6 7DJ.

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.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

2.3

Going concern

The financial statements have been prepared on a going concern basis.

The directors believe that the group will continue to operate profitably. They have reviewed and considered relevant information, including the annual budget and future cash flows in making their assessment. Based on these assessments, given the current resources available, the directors have concluded that they can continue to adopt the going concern basis in preparing the annual report and accounts.

Page 18

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

2.4

Turnover

Turnover represents sales derived from the supply of ingredients, raw materials as well as lecithin blends, confectionery polishes and glazes which are manufactured by the group.

Turnover is recognised once the associated stock items have left the group's premises. At this stage of the sales process, the risk and rewards of ownership of the goods are deemed to have been transferred to the customer.

Turnover is presented net of VAT and other taxes.

2.5

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.

2.6

Goodwill

Goodwill represents goodwill acquired plus any excess of the cost of a business acquisition, over the interest in the net amount of identifiable net assets acquired.

Goodwill is carried at its cost less accumulated amortisation and cumulated impairment losses. Positive and negative goodwill is amortised over its useful economic life of 5 years.

2.7

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.

Depreciation is provided on the following basis:

Long-term leasehold property	-	over the length of the lease
Plant and machinery	-	15% on cost
Motor vehicles	-	20% on cost
Fixtures and fittings	-	25% on cost and 20% on cost

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 the consolidated statement of comprehensive income.

2.8

Investment property

Investment property is recognised at cost upon initial recognition. Cost comprises purchase price and directly attributable expenditure. At subsequent reporting dates, investment property is measured at fair value in accordance with Section 16 - Investment Property of FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

Page 19

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

2.9

Investments

Investment in associates

Investment in associates are initially recognised at cost and subsequently measured at cost less any impairment losses.

Investment in subsidiaries

Investment in subsidiaries are measured at cost less accumulated impairment.

2.10

Stocks

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

2.11

Current asset investments

Listed investments are initially recognised at fair value, which is normally the transaction price, including any directly attributable transaction costs.

Subsequent measurement of listed investments held for trading are measured at fair value through profit or loss.

2.12

Financial instruments

Financial assets and financial liabilities are recognised in the balance sheet when the group becomes a party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. A provision is established when there is objective evidence that the group will not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts.

Financial liabilities and equity instruments issued by the group are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities. Equity instruments issued by the group are recorded at the proceeds received, net of direct issue costs.

Page 20

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

2.13

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.

2.14

Finance costs

Finance costs are charged to the consolidated statement of comprehensive income 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.

2.15

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to the consolidated statement of comprehensive income over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to the consolidated statement of comprehensive income on a straight line basis over the period of the lease.

2.16

Pension costs and other post-retirement benefits

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 the consolidated statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the group in independently administered funds.

2.17

Government grants

Government grants are recognised based on the accrual model specified in FRS 102.

2.18

Interest income

Interest income is recognised in the consolidated statement of comprehensive income using the effective interest method.

Page 21

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

2.19

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the consolidated statement of comprehensive income 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 balance sheet 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 balance sheet 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 balance sheet date.

2.20

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 the consolidated statement of comprehensive income.

2.21

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.

Page 22

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.

i.Useful economic lives of tangible assets
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

ii.Impairment of intangible assets
The group makes an estimate of the recoverable value of intangible assets. When assessing impairment of intangible assets, management considers multiple factors regarding their recoverability.

iii.Impairment of debtors
The group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers multiple factors regarding their recoverability.

iv.Stock provisioning
When calculating the stocks provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipating saleability of finished goods.

	Turnover	22,032,564	23,170,272

Analysis of turnover by country of destination:

					2026	2025
					£	£

United Kingdom	2,862,893	9,212,127
EU countries	8,248,308	4,761,099
Non-EU countries	10,921,363	9,197,046
	22,032,564	23,170,272

Page 23

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

5.	Other operating income
		2026	2025
		£	£

Other operating income	-	8,197
Rents received	222,873	165,623
Government grants	2,968	5,940
Sundry receipts	-	6,470
	225,841	186,230

Other operating lease	379,053	465,803
Depreciation - owned assets	240,961	273,119
Depreciation - assets on hire purchase contracts	7,620	22,148
(Gain)/loss on disposal of fixed assets	(92,063)	308,231
Goodwill amortisation	10,419	(934)
Foreign exchange differences	52,785	44,077
Auditor's remuneration	42,275	41,000

Fees payable to the company's auditor for the audit of the consolidated and parent company's financial statements

42,275

41,000

Page 24

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

8.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2026	2025	2026	2025
£	£	£	£


Wages and salaries	3,293,579	3,696,827	494,867	1,201,844
Social security costs	478,990	459,178	71,766	171,500
Cost of defined contribution scheme	354,920	574,218	163,846	346,846
	4,127,489	4,730,223	730,479	1,720,190

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

	2026	2025
	No.	No.

Administration	36	44
Management	6	9
Selling and distribution	10	8

	52	61

9.	Directors' remuneration
		2026	2025
		£	£

	Directors' emoluments	165,000	175,000

Total key management personnel compensation for the year was £1,097,653 (2025: £1,487,466).

10.	Interest receivable
		2026	2025
		£	£

Other interest receivable

222,872

57,240

11.	Interest payable and similar expenses
		2026	2025
		£	£

Interest expense

1,036

Page 25

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

Corporation tax
Current tax on profits for the year	856,991	1,149,898
Adjustments in respect of previous periods	(1)	120,266

Total current tax	856,990	1,270,164

	Deferred tax
	Origination and reversal of timing differences	(4,961)	(97,860)


	Tax on profit	852,029	1,172,304

Profit before tax

3,746,940

3,318,135

Profit multiplied by standard rate of corporation tax in the UK of 25% (2025: 25%)	936,735	829,534
Effects of:
Expenses not deductible for tax purposes	(116,132)	217,799
Capital allowances for year in excess of depreciation	8,701	94,593
Utilisation of losses b/fwd	277	-
Deferred tax movement	(4,961)	(97,860)
Tax in respect of previous year	(327)	120,266
Loss of foreign subsidiaries	27,736	7,972
Total tax charge for the year	852,029	1,172,304

Page 26

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

13.	Dividends
		2026	2025
		£	£

Ordinary A
Dividends	46,631	64,974
Ordinary B
Dividends	16,200	64,800
Ordinary C
Dividends	66,240	66,240
Ordinary D
Dividends	21,164	4,964
Ordinary E
Dividends	21,164	4,964
Ordinary F
Dividends	21,164	4,964
	192,563	210,906

Page 27

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

14.	Intangible assets
	Group

		Goodwill
		£
	Cost
	At 1 April 2025	51,319
	At 31 March 2026	51,319
	Amortisation
	At 1 April 2025	10,419
	Charge for the year	10,419
	At 31 March 2026	20,838
	Net book value
	At 31 March 2026	30,481
	At 31 March 2025	40,900

The company has no intangible assets.

Business combinations

On 29 March 2024, Thew Arnott Group Inc. acquired the trade and assets of Key Laboratory Services Inc for £366,755. The amount of assets, liabilities and contingent liabilities were recognised at fair value of £314,203 at the acquisition date, resulting in goodwill of £52,553.

The goodwill is being amortised over a period of five years.

Page 28

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

15.	Tangible fixed assets
	Group

	Freehold property	Long leasehold	Leasehold improvement	Plant and machinery	Motor vehicles
	£	£	£	£	£
Cost
At 1 April 2025	953,108	81,889	-	1,964,200	86,051
Additions	125,903	7,267	325,197	191,701	-
Exchange adjustments	-	-	-	(40,315)	(341)
At 31 March 2026	1,079,011	89,156	325,197	2,115,586	85,710
Depreciation
At 1 April 2025	87,288	22,037	-	1,034,552	55,229
Charge for the year	42,817	5,990	-	157,261	7,620
Exchange adjustments	39,486	-	-	(6,117)	-
At 31 March 2026	169,591	28,027	-	1,185,696	62,849
Net book value
At 31 March 2026	909,420	61,129	325,197	929,890	22,861
At 31 March 2025	865,820	59,852	-	929,648	30,822

Page 29

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

15.Tangible fixed assets (continued)

	Fixtures and fittings	Computer equipment	Total
	£	£	£
Cost
At 1 April 2025	939,640	15,706	4,040,594
Additions	74,413	4,796	729,277
Exchange adjustments	(5,598)	(588)	(46,842)
At 31 March 2026	1,008,455	19,914	4,723,029
Depreciation
At 1 April 2025	774,607	8,848	1,982,561
Charge for the year	31,546	3,347	248,581
Exchange adjustments	(588)	(343)	32,438
At 31 March 2026	805,565	11,852	2,263,580
Net book value
At 31 March 2026	202,890	8,062	2,459,449
At 31 March 2025	165,033	6,858	2,058,033

The net book value of land and buildings may be further analysed as follows:
	2026	2025
	£	£


Freehold	909,420	865,821
Long leasehold	61,129	59,852
Short leasehold	1,585,935	-
	2,556,484	925,673

Page 30

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026


	Motor vehicles	22,860	30,480

	Company

	Motor vehicles	Computer equipment	Total
	£	£	£
Cost
At 1 April 2025	43,350	2,819	46,169
Additions	-	916	916
At 31 March 2026	43,350	3,735	47,085
Depreciation
At 1 April 2025	12,870	1,992	14,862
Charge for the year	7,620	1,094	8,714
At 31 March 2026	20,490	3,086	23,576
Net book value
At 31 March 2026	22,860	649	23,509
At 31 March 2025	30,480	827	31,307

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
	2026	2025
	£	£


Motor vehicles	22,860	30,480
Computer equipment	649	827
	23,509	31,307

Page 31

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

16.	Fixed asset investments
	Group

		Investments in associates
		£
	Cost
	At 1 April 2025	8,805
	At 31 March 2026	8,805
	Impairment
	At 1 April 2025	8,805
	At 31 March 2026	8,805
	Net book value
	At 31 March 2026	-
	At 31 March 2025	-

	Company

		Investments in subsidiary companies
		£
	Cost
	At 1 April 2025	457
	Disposals	(200)
	At 31 March 2026	257

	Net book value
	At 31 March 2026	257
	At 31 March 2025	457

Page 32

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

Direct subsidiary undertakings
The following were direct subsidiary undertakings of the company:
Name	Registered office	Principal activity	Class of shares	Holding

Thew Arnott & Co Limited	270 London Road, Wallington, England, SM6 7DH	Blending of raw materials and wholesaling	Ordinary	100%
Thew Arnott Group Inc	United States of America	Intermediate Holding Company	Ordinary	100%
Thew Arnott LLC	United States of America	Blending of raw materials and wholesaling	Ordinary	100%
Thew Arnott Property LLC	United States of America	Property investment	Ordinary	100%
Thew Arnott Investments Limited	3rd Floor, 86-90 Paul Street, London, England, EC2A 4NE	Dormant	Ordinary	100%
Key Laboratory Services Inc	United States of America	Laboratory testing services	Ordinary	100%

The aggregate of the share capital and reserves as at 31 March 2026 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:
Name	Aggregate of share capital and reserves	Profit/(Loss)
	£	£

Thew Arnott & Co Limited	4,227,341	170,637
Thew Arnott Group Inc	81	-
Thew Arnott LLC	5,377,163	1,769,881
Thew Arnott Property LLC	58,333	27,335
Thew Arnott Investments Limited	100	-
Key Laboratory Services Inc	239,031	(277)

Associated company
The following was an associate of the company:
Name	Registered office	Principal activity	Class of shares	Holding

Styliste Limited

163 Herne Hill, London, England, SE24 9LR

Dormant

Ordinary

50%

	The aggregate of the share capital and reserves as at 31 March 2026 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:
	Name	Aggregate of share capital and reserves	Profit/(Loss)

Styliste Limited

200

Page 33

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

17.	Investment property
	Group

		Investment property
		£
	Valuation
	At 1 April 2025	483,173
	Additions at cost	180,191
	Change in fair value	36,636
	At 31 March 2026	700,000

The group holds an investment property which is measured at fair value in accordance with Section 16 of FRS 102.

The fair value of the investment property has been determined using the market approach, based on recent prices for similar properties in the same location and condition.

18.	Stocks
		Group	Group
		2026	2025
		£	£

	Finished goods	1,653,902	1,998,614

	The difference between purchase price or production cost of stocks and their replacement cost is not material.
	The company has no stock.

Page 34

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

19.	Debtors
		Group	Group	Company	Company
		2026	2025	2026	2025
		£	£	£	£

Due after more than one year
Other debtors	1,604,277	-	1,604,278	-

Group	Group	Company	Company
2026	2025	2026	2025
£	£	£	£

Due within one year
Trade debtors	3,639,290	2,956,526	-	-
Amounts owed by group undertakings	-	-	419,951	440,019
Other debtors	1,709,814	1,236,517	1,537,450	1,216,853
Directors' current accounts	699,131	698,855	699,131	698,855
Prepayments and accrued income	1,435,046	881,546	5,188	1,194,744
	7,483,281	5,773,444	2,661,720	3,550,471

20.	Current asset investments
		Group	Group	Company	Company
		2026	2025	2026	2025
		£	£	£	£

	Listed investments	260,988	244,994	260,988	244,994

21.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2026	2025	2026	2025
		£	£	£	£

Trade creditors	2,829,806	1,405,480	14,985	15,864
Amounts owed to group undertakings	-	-	769,757	1,363,434
Corporation tax	42,949	602,877	293	396,721
Other taxation and social security	285,750	627,605	44,212	58,649
Hire purchase contracts (see note 23)	6,183	6,183	6,183	6,183
Other creditors	379,471	116,721	377	379
Accruals and deferred income	1,993,548	2,322,071	1,465,165	1,168,823
	5,537,707	5,080,937	2,300,972	3,010,053

Page 35

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

22.	Creditors: Amounts falling due after more than one year
		Group	Group	Company	Company
		2026	2025	2026	2025
		£	£	£	£

Hire purchase contracts (see note 23)	19,170	25,353	19,170	25,353
Accruals and deferred income	28,750	-	-	-
	47,920	25,353	19,170	25,353

23.	Hire purchase and finance leases
	Minimum lease payments under hire purchase fall due as follows:
		Group	Group	Company	Company
		2026	2025	2026	2025
		£	£	£	£

Within one year	6,183	6,183	6,183	6,183
Between 1-5 years	19,170	25,353	19,170	25,353
	25,353	31,536	25,353	31,536

24.	Deferred taxation
	Group

		2026
		£

	At beginning of year	51,283
	Utilised in year	4,961
	At end of year	46,322

The provision for deferred taxation is made up as follows:
	Group	Group
	2026	2025
	£	£

Accelerated capital allowances

46,322

51,283

Page 36

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

25.	Share capital
		2026	2025
		£	£

Allotted, called up and fully paid

201 (2025: 201) Ordinary A shares of £1 each	201	201
180 (2025: 180) Ordinary B shares of £1 each	180	180
920 (2025: 920) Ordinary C shares of £1 each	920	920
73 (2025: 73) Ordinary D shares of £1 each	73	73
73 (2025: 73) Ordinary E shares of £1 each	73	73
73 (2025: 73) Ordinary F shares of £1 each	73	73

	1,520	1,520

26.

Reserves

Capital redemption reserve

The capital redemption reserve records the nominal value of shares purchased by the company.

Other reserves

Other reserves represents exchange rate differences which have arisen following the conversion of the financial statements of overseas subsidiaries into Pound Sterling.

Profit and loss account

Profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.

27.	Pension commitments

Thew Arnott & Co Limited contributes to defined contribution pension schemes for certain members of staff. The assets of the schemes are held separately from those of the company in independently administered funds. The pension charge amounted to £175,621 (2025: £168,249).

The parent company operates an approved small self administered pension scheme which made contributions of £Nil (2025: £120,000) in respect of the company's directors and £103,845 (2025: £226,846) in respect of employees.

Page 37

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

28.	Commitments under operating leases
	At 31 March 2026 the group and the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group
		2026	2025
		£	£

Not later than 1 year	309,876	309,876
Later than 1 year and not later than 5 years	1,189,157	1,211,533
Later than 5 years	1,367,500	1,655,000
	2,866,533	3,176,409

The company had no commitments under non-cancellable operating leases at the balance sheet date.

29.	Directors' advances, credits and guarantees

The following advances and credits to a director subsisted during the years ended 31 March 2026 and 31 March 2025:

	2026	2025
	£	£

R F Newman
Balance outstanding at start of year	698,855	133,855
Amounts advanced	276	700,000
Amounts repaid	-	(135,000)
Balance outstanding at end of year	699,131	698,855

30.

Related party transactions

During the year, Thew Arnott & Co Limited rented its business premises from the company's Self Administered Pension Scheme, the beneficiaries of which are R F Newman and Mrs V A Newman, both directors of that company and the parent company Thew Arnott Group Limited. The rent paid to the pension scheme during the year was £326,250 (2025: £366,164).

At the balance sheet date, Thew Arnott & Co Limited was owed £49,062 by the scheme (2025: £81,563).

During the year dividends were paid for the benefit of directors as follows:

R F Newman £46,632 (2025: £83,316);
A E F Newman £16,200 (2025: £64,800) and
A E F Newman 1982 Settlement £66,240 (2025: £66,240).

The company has taken advantage of exemptions within Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' in respect of transactions with wholly owned group undertakings.

There are no members of key management other than directors within the group. Their remuneration is disclosed in note 9 to these accounts.

Page 38

THEW ARNOTT GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

31.	Controlling party

The ultimate controlling party at 31 March 2026 and 31 March 2025 was R F Newman being the beneficiary of the A E F Newman 1982 Settlement which has a majority shareholding in Thew Arnott Group Limited.

Page 39