Company registration number 13118500 (England and Wales)
FARGROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
FARGROUP LIMITED
COMPANY INFORMATION
Directors
Mr D M Sherratt
Dr J Burnstone
Mrs E Birkbeck
Dr A Jones
Mr R Bartley
(Appointed 14 April 2025)
Company number
13118500
Registered office and
Vinery Fields
business address
Arundel Road
Poling
Arundel
West Sussex
BN18 9PY
Auditor
Sumer Audit
Amelia House
Crescent Road
Worthing
West Sussex
BN11 1RL
FARGROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group statement of financial position
9
Company statement of financial position
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 33
FARGROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2026
- 1 -
The directors are pleased to present their strategic report and financial statements for the year ending 31 March 2026.
The main activity of the company is to act as a parent company to Fargro Limited and Fargro Home & Garden Limited (formerly Cohort (Worthing) Limited). The activity of the group is the supply of goods to the horticultural industry.
Fair review of the business
The financial Key Performance Indicators (“KPIs”) that the directors have identified to be the most effective method of monitoring group performance are:
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Add exceptional costs per Statement of Comprehensive Income | | |
Add other non-recurring costs* | | |
Add management and monitoring charges | | |
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*Other non-recurring costs are made up of costs associated with terminations and termination payments, costs associated with set up of a separate department that was significantly reduced by year-end. The prior period also included costs associated with GroFar project and other project cost wages, interim director costs, costs associated with shareholder capital structure, and one off historical write-offs.
For the year ended 31 March 2026, the business maintained strong revenue, supported by demand from our core commercial grower and garden centre customers, alongside encouraging progress in our ecommerce channels. This reflects the continued strength and relevance of our product offering across both traditional and digital markets.
Gross profit margin improved by more than 3pts from 21.9% to 25.3%. This was achieved by various margin initiatives implemented throughout the year including diversifying offering, bringing new products to the market and carefully focusing on areas that yield higher margins as well as pricing improvements.
The net loss before tax decreased to £1.2m from prior period £5.1m due to prior year GroFar write off and continued focus to strengthen the core wholesale and retail business.
Maintainable EBITDA for the period was £0.8m, an increase of 38% despite 6 months less trading to the prior period reflecting the removal of one-off and non-recurring costs. This demonstrates strong recovery to the underlying core business which remains profitable and resilient, with strong fundamentals that continue to support sustainable future growth.
The business completed a refinance in October 2025 with a new debt provider which has strengthened liquidity, reduced borrowing costs, and improved access to working capital.
Looking ahead, the business is continuing to drive forward growth areas in retail and ecommerce, a new website is planned to launch in October 2026 to support this growth.
Financial Instruments
The group’s principal financial instruments comprise bank balances, trade debtors and trade creditors. The main purpose of these instruments is to finance the business’s operations.
FARGROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 2 -
Financial risk management objectives and policies
The group’s operations expose it to a variety of financial risks that include credit risk, liquidity risk, and exchange rate risk. These risks are limited by the group’s financial management policies and practices as described below:
Credit risk
The group operates a number of policies and procedures designed to mitigate credit risk. These include but are not limited to the maintenance of third-party Credit Insurance for major customers and the use of regular credit reviews for new and existing customers via third party credit rating agencies. This enables management to determine, in their opinion, if a customer has the ability to meet its debts as they fall due. Consequently, the group will only conduct business with those customers deemed to be creditworthy.
Liquidity risk
The group maintains sufficient cash availability to meet its obligations as and when they become due whilst minimising interest expense. Available cash headroom is monitored by management and regular discussions take place with the group’s bankers as a way of managing this risk. Key factors such as stock and trade debtor levels are reported upon monthly to the board of directors and monitored regularly at their meetings.
Exchange rate risk
The group trades with several major suppliers and, to a lesser extent, customers in currencies other than Sterling, mainly the Euro and US Dollar. The fluctuating rate movement against the pound of these currencies in recent years has increased the group’s exposure in this area. The group manages this risk by identifying and forecasting the potential exposure at an early stage and undertaking forward contracts for purchase of the relevant currencies to fix the major portion of this exposure as early as possible and enable management to determine product pricing accordingly. The group does not use derivative financial instruments for speculative purposes.
Principal risks and uncertainties
Interest rate risk
Bank borrowings have been utilised for specific capital investment projects or in support of short-term working capital requirements which are impacted by the seasonal nature of much of our business. The group manages its interest rate exposure by maintaining a prudent mix of financing and thereby achieves a certain level of protection against interest rate fluctuations.
Inflation risk
The business faces ongoing risk from inflation across key cost areas, including product inputs, labour, energy, and logistics, which puts pressure on margins and operating profitability. To mitigate this, we are actively reviewing supplier pricing, implementing targeted price increases, improving operational efficiency, and exploring more cost-effective energy procurement. Workforce planning and selective automation are also being used to manage wage pressures and support long-term cost control.
Mrs E Birkbeck
Director
19 October 2026
FARGROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2026
- 3 -
The directors present their annual report and financial statements for the year ended 31 March 2026.
Principal activities
The principal activity of the group continues to be the supply of sundries, technical and value-added products, and energy to the horticultural industry.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr D M Sherratt
Dr J Burnstone
Mrs E Birkbeck
Dr A Jones
Mr R Bartley
(Appointed 14 April 2025)
Qualifying third party indemnity provisions
The group maintains directors' and officers' insurance cover for directors and officers of the company against certain personal liabilities which they may incur in the performance of their duties as directors and officers. The upper limit of the indemnity provided by this policy is £1,000,000.
Auditor
In accordance with the company's articles, a resolution proposing that Sumer Audit be re-appointed as auditor of the company will be put at a General Meeting.
Strategic report
The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial instruments and the associated risks.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
Mrs E Birkbeck
Director
19 October 2026
FARGROUP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2026
- 4 -
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, 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 and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
FARGROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FARGROUP LIMITED
- 5 -
Opinion
We have audited the financial statements of Fargroup Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2026 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 the parent company's affairs as at 31 March 2026 and of the group's result 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.
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 and parent 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 group's and 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.
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the 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 strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
FARGROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FARGROUP LIMITED
- 6 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.
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 financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:
Obtaining an understanding of the legal and regulatory framework that the group operates in, focusing on those laws and regulations that had a direct effect on the financial statements and operations;
Obtaining an understanding of the group's policies and procedures on fraud risks, including knowledge of any actual, suspected or alleged fraud;
Discussing among the engagement team how and where fraud might occur in the financial statements and any potential indicators of fraud through our knowledge and understanding of the company and our sector-specific experience.
As a result of these procedures, we considered the opportunities and incentives that may exist within the company for fraud. We are also required to perform specific procedures to respond to the risk of management override. As a result of performing the above, we identified the following areas as those most likely to have an impact on the financial statements: health and safety, employment law and compliance with the UK Companies Act.
FARGROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FARGROUP LIMITED
- 7 -
In addition to the above, our procedures to respond to risks identified included the following:
Making enquiries of management about any known or suspected instances of non-compliance with laws and regulations and fraud;
Reviewing minutes of meetings of the board and senior management;
Challenging assumptions and judgements made by management in their significant accounting estimates, in particular in relation to valuation of freehold land and buildings, investments in subsidiaries and deferred taxation; and
Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness.
Due to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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 company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Robin Evans BA FCA CTA DChA (Senior Statutory Auditor)
For and on behalf of Sumer Audit
20 October 2026
Chartered Accountants
Statutory Auditor
Worthing
Sumer Audit is the trading name of Sumer Auditco Limited
FARGROUP LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2026
- 8 -
Year
Period
ended
ended
31 March
31 March
2026
2025
Notes
£
£
Revenue
3
27,921,771
42,026,491
Cost of sales
(20,871,025)
(32,813,885)
Gross profit
7,050,746
9,212,606
Distribution costs
(820,967)
(1,139,663)
Administrative expenses
(5,888,980)
(9,190,757)
Other operating income
77,854
198,625
Exceptional items
4
(261,193)
(2,207,395)
Operating profit/(loss)
6
157,460
(3,126,584)
Investment income
1,382
2,911
Finance costs
9
(1,388,179)
(2,000,382)
Loss before taxation
(1,229,337)
(5,124,055)
Tax on loss
10
(3,900)
(538,300)
Loss for the financial year
(1,233,237)
(5,662,355)
Other comprehensive income
Revaluation of property, plant and equipment
692,500
Tax relating to other comprehensive income
(173,125)
Total comprehensive income for the year
(1,233,237)
(5,142,980)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
The group statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
Maintainable EBITDA for the period*
793,390
578,039
*Refer to details within the Strategic Report
FARGROUP LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026
31 March 2026
- 9 -
2026
2025
Notes
£
£
£
£
Non-current assets
Negative goodwill
11
(33,705)
(438,151)
Other intangible assets
11
92,734
204,770
Total intangible assets
59,029
(233,381)
Property, plant and equipment
12
10,860,617
10,935,862
Investments
13
564
540
10,920,210
10,703,021
Current assets
Inventories
15
4,338,234
3,810,317
Trade and other receivables
16
7,866,433
8,295,320
Cash and cash equivalents
296,061
828,668
12,500,728
12,934,305
Current liabilities
17
(11,727,668)
(11,506,566)
Net current assets
773,060
1,427,739
Total assets less current liabilities
11,693,270
12,130,760
Non-current liabilities
18
(14,170,970)
(13,396,827)
Provisions for liabilities
Deferred tax liability
21
2,108,824
2,087,224
(2,108,824)
(2,087,224)
Net liabilities
(4,586,524)
(3,353,291)
Equity
Called up share capital
23
100
96
Revaluation reserve
1,552,365
1,552,365
Retained earnings
(6,138,989)
(4,905,752)
Total equity
(4,586,524)
(3,353,291)
The financial statements were approved by the board of directors and authorised for issue on 19 October 2026 and are signed on its behalf by:
19 October 2026
Mrs E Birkbeck
Mr R Bartley
Director
Director
Company registration number 13118500 (England and Wales)
FARGROUP LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026
31 March 2026
- 10 -
2026
2025
Notes
£
£
£
£
Non-current assets
Investments
13
5,065,439
5,065,439
Current assets
Trade and other receivables
16
2,113,376
1,387,190
Cash and cash equivalents
239
80,287
2,113,615
1,467,477
Current liabilities
17
(11,300)
(7,600)
Net current assets
2,102,315
1,459,877
Total assets less current liabilities
7,167,754
6,525,316
Non-current liabilities
18
(7,210,019)
(6,552,616)
Net liabilities
(42,265)
(27,300)
Equity
Called up share capital
23
100
96
Retained earnings
(42,365)
(27,396)
Total equity
(42,265)
(27,300)
As permitted by S408 Companies Act 2006, the company has not presented its own income statement and related notes. The company’s loss for the year was £14,969 (2025 - £7,596 loss).
The financial statements were approved by the board of directors and authorised for issue on 19 October 2026 and are signed on its behalf by:
19 October 2026
Mrs E Birkbeck
Mr R Bartley
Director
Director
Company registration number 13118500 (England and Wales)
FARGROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
- 11 -
Share capital
Revaluation reserve
Retained earnings
Total
£
£
£
£
Balance at 1 October 2023
96
1,032,990
756,603
1,789,689
Period ended 31 March 2025:
Loss for the period
-
-
(5,662,355)
(5,662,355)
Other comprehensive income:
Revaluation of property, plant and equipment
-
692,500
-
692,500
Tax relating to other comprehensive income
-
(173,125)
(173,125)
Total comprehensive income
-
519,375
(5,662,355)
(5,142,980)
Balance at 31 March 2025
96
1,552,365
(4,905,752)
(3,353,291)
Year ended 31 March 2026:
Loss and total comprehensive income
-
-
(1,233,237)
(1,233,237)
Other movements
4
-
-
4
Balance at 31 March 2026
100
1,552,365
(6,138,989)
(4,586,524)
FARGROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
- 12 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 October 2023
96
(19,800)
(19,704)
Period ended 31 March 2025:
Loss and total comprehensive income for the period
-
(7,596)
(7,596)
Balance at 31 March 2025
96
(27,396)
(27,300)
Year ended 31 March 2026:
Profit and total comprehensive income
-
(14,969)
(14,969)
Other movements
4
-
4
Balance at 31 March 2026
100
(42,365)
(42,265)
FARGROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2026
- 13 -
2026
2025
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
27
560,712
(750,805)
Interest paid
(727,079)
(1,501,774)
Net cash outflow from operating activities
(166,367)
(2,252,579)
Investing activities
Purchase of intangible assets
-
(898,280)
Loss from disposal of intangibles
-
1,338,802
Purchase of property, plant and equipment
(127,471)
(77,305)
Proceeds from disposal of property, plant and equipment
61,992
232,678
Proceeds from disposal of investments
(24)
2,486
Interest received
1,382
2,911
Net cash (used in)/generated from investing activities
(64,121)
601,292
Financing activities
Proceeds from issue of shares
4
2
Proceeds from borrowings
-
1,946,998
Repayment of borrowings
(11,047)
-
Proceeds from new bank loans
6,227,000
6,500,000
Repayment of bank loans
(6,228,808)
(5,781,525)
Payment of finance leases obligations
(289,268)
(498,563)
Net cash (used in)/generated from financing activities
(302,119)
2,166,912
Net (decrease)/increase in cash and cash equivalents
(532,607)
515,625
Cash and cash equivalents at beginning of year
828,668
313,043
Cash and cash equivalents at end of year
296,061
828,668
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
- 14 -
1
Accounting policies
Company information
Fargroup Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Vinery Fields, Arundel Road, Poling, Arundel, England, BN18 9PY.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties. The principal accounting policies adopted are set out below.
1.2
Reporting period
The prior year financial statements were prepared for 18 months and the current period is a year. This was to aid the company in the budget preparation process ahead of their busiest seasons of the year. As a result, the comparative period amounts presented in these financial statements will not be entirely comparable.
1.3
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The difference in the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill or negative goodwill.
1.4
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Fargroup Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 March 2026. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 15 -
1.5
Going concern
In October 2025 the directors completed a refinancing of the group's borrowing facilities. The new facility provides additional liquidity and greater flexibility, with improved terms and a lower cost of capital. Following the refinancing, the group has sufficient funding in place to meet its obligations and support its operations and strategic plans for a period of at least twelve months from the date of approval of these financial statements.
The Loan Notes for the group matured on 4 May 2026, these have been renewed on similar terms. The interest rolls up on maturity and is not paid out.
In forming their assessment, the directors have considered all relevant information available to them, including the group’s principal risks and uncertainties, current trading performance, detailed cash flow forecasts, and the potential impact of reasonably possible downside scenarios. Based on these assessments and having regard to the financial resources now available to the group, the directors have concluded that there are no material uncertainties that cast significant doubt on the group’s ability to continue as a going concern.
Accordingly, the directors continue to adopt the going concern basis in preparing the annual report and financial statements.
1.6
Revenue
Revenue represents amounts receivable for the sale of goods in the course of ordinary activities, net of settlement discounts allowed, VAT and other sales taxes and is recognised when goods and services have been dispatched/supplied.
Within a subsidiary, revenue from the sale of goods is recognised when an order is placed.
1.7
Intangible fixed assets - negative goodwill
Negative goodwill represents the excess of the fair value of net assets acquired over the cost of acquisition of a business.
Negative goodwill was recognised in the acquisition of shares of Fargro Limited and Fargro Home & Garden Limited. Amortisation for negative goodwill is released over 5 years and is calculated with reference to the movement in current assets (trade debtors, prepayments and inventory) and non-current assets. Amortisation relating to current assets is released over the period in which the current asset is recovered. Amortisation relating to non-current assets is released over a 5-year straight line basis.
1.8
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
10 years straight line per annum
Website
5 years straight line per annum
Customer list
5 years straight line per annum
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 16 -
1.9
Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
Land not depreciated, buildings 2% straight line per annum
Plant and machinery
10 - 33% straight line per annum
Fixtures, fittings and equipment
15 - 33% straight line per annum
Motor vehicles
40% straight line in the first year and then 33% diminishing balance method
Motor vehicles under finance lease obligations
Over the term of the lease
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.
Freehold land and buildings whose fair value can be measured reliably are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent impairment losses. The fair value of the freehold land and buildings is usually considered to be their market value. Revaluations will be made with sufficient regularity to ensure that the carrying out does not differ materially from that which would be determined using fair value at the end of the reporting period.
Revaluation gains and losses are recognised in other comprehensive income and accumulated in the revaluation reserve, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains held in the revaluation reserve; such gains and losses are recognised in profit or loss.
1.10
Non-current investments
In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.11
Impairment of non-current assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 17 -
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.12
Inventories
Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.
Cost is calculated on an average cost basis.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of inventories over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in the statement of comprehensive income.
1.13
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.14
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's and the company's statement of financial position when they become party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 18 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in the statement of comprehensive income.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade payables are obligations to pay for goods or 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. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in or in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 19 -
1.15
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.16
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised.
1.17
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.18
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.19
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 20 -
Amounts due from lessees under finance leases are recognised as receivables at the amount of the group's net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the group’s net investment outstanding in respect of leases.
1.20
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required 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 to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised 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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Amortisation of negative goodwill
Negative goodwill was recognised in the acquisition of shares of the subsidiary company. Amortisation for negative goodwill is released over 5 years and is calculated with reference to the movement in current assets (trade debtors, prepayments and inventory) and non-current assets. Amortisation relating to current assets is released over the period in which the current asset is recovered. Amortisation relating to non-current assets is released over a 5-year straight line basis.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Useful life of tangible assets
Tangible fixed assets are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
Impairment of inventories
The group maintains a broad range of inventory in order to quickly and efficiently serve the needs of its customers. This includes a number of slower moving lines of inventory. The vast majority of these are non-perishable and management closely monitor the usage and turnover of these lines. Whilst a significant proportion of demand is seasonal with certain products selling predominantly at specific times of the year, management do monitor sales closely, initially seeking alternative sales options for slow moving inventory where demand is weak and then, if necessary, recognising an impairment charge.
The value of inventories held at the reporting date, net of the provisions recognised, is disclosed at note 15.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
2
Judgements and key sources of estimation uncertainty
(Continued)
- 21 -
Freehold land and buildings
The directors believe that the fair value of the freehold land and buildings, held within property, plant and equipment, in the financial statements is £9,777,003 (2025 - £9,900,000). This valuation is based on the results of an independent professional valuation performed in April 2025.
3
Revenue
2026
2025
£
£
Revenue analysed by geographical market
United Kingdom
27,318,329
40,380,932
Europe
567,042
1,556,707
Rest of World
36,400
88,852
27,921,771
42,026,491
There is only one class of business, being supplies to horticultural industry.
4
Exceptional item
2026
2025
£
£
Expenditure
Costs associated with other projects
48,795
18,237
Costs associated with 'Project Ranger'
-
164,871
Costs associated with refinancing
212,398
376,752
Costs associated with 'GroFar'
-
1,647,535
261,193
2,207,395
5
Auditor's remuneration
2026
2025
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
14,911
7,600
Audit of the financial statements of the company's subsidiaries
28,200
26,300
43,111
33,900
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 22 -
6
Operating loss
2026
2025
£
£
Operating loss for the year is stated after charging/(crediting):
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
43,851
(73,545)
Depreciation of owned property, plant and equipment
207,570
417,206
Depreciation of property, plant and equipment held under finance leases
112,891
373,668
Profit on disposal of property, plant and equipment
(53,081)
(110,026)
Amortisation of intangible assets
112,036
401,850
Release of negative goodwill
(404,446)
(606,669)
Operating lease charges
22,984
31,650
7
Employees
The average monthly number of persons (including directors, where they have service contracts) employed by the group and the company during the year was:
Group
Company
2026
2025
2026
2025
Number
Number
Number
Number
Sales, distribution and energy
55
54
-
-
Administration
14
14
-
-
Total
69
68
0
0
Their aggregate remuneration comprised:
Group
Company
2026
2025
2026
2025
£
£
£
£
Wages and salaries
3,006,492
4,320,668
Social security costs
374,011
417,801
-
-
Pension costs
249,967
362,484
3,630,470
5,100,953
8
Directors' remuneration
2026
2025
£
£
Remuneration for qualifying services
361,250
761,281
Company pension contributions to defined contribution schemes
22,579
43,736
383,829
805,017
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
8
Directors' remuneration
(Continued)
- 23 -
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2025 - 5).
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2026
2025
£
£
Remuneration for qualifying services
117,453
244,557
Company pension contributions to defined contribution schemes
8,256
10,013
9
Finance costs
2026
2025
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
1,302,828
1,898,649
Other finance costs:
Interest on finance leases and hire purchase contracts
85,351
101,733
Total finance costs
1,388,179
2,000,382
10
Taxation
2026
2025
£
£
Deferred tax
Origination and reversal of timing differences
3,900
538,300
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
10
Taxation
(Continued)
- 24 -
The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
2026
2025
£
£
Loss before taxation
(1,229,337)
(5,124,055)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2025: 25.00%)
(307,334)
(1,281,014)
Tax effect of expenses that are not deductible in determining taxable profit
79,714
211,712
Change in unrecognised deferred tax assets
302,581
1,705,295
Depreciation on assets not qualifying for tax allowances
23,600
39,476
Amortisation on assets not qualifying for tax allowances
9,374
14,062
Deferred tax adjustments in respect of prior years
(2,800)
Effect of change in tax rate on deferred tax
486
Negative goodwill released
(101,112)
(151,667)
Rounding
(123)
(50)
Taxation charge
3,900
538,300
In addition to the amount charged to the income statement, the following amounts relating to tax have been recognised directly in other comprehensive income:
2026
2025
£
£
Deferred tax arising on:
Revaluation of property
-
173,125
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 25 -
11
Intangible fixed assets
Group
Negative goodwill
Software
Website
Customer list
Total
£
£
£
£
£
Cost
At 1 April 2025 and 31 March 2026
(4,424,958)
291,082
303,414
74,456
(3,756,006)
Amortisation and impairment
At 1 April 2025
(3,986,807)
173,876
215,850
74,456
(3,522,625)
Amortisation charged for the year
(404,446)
46,881
65,155
(292,410)
At 31 March 2026
(4,391,253)
220,757
281,005
74,456
(3,815,035)
Carrying amount
At 31 March 2026
(33,705)
70,325
22,409
59,029
At 31 March 2025
(438,151)
117,206
87,564
(233,381)
The company had no intangible fixed assets at 31 March 2026 or 31 March 2025.
12
Property, plant and equipment
Group
Freehold land and buildings
Plant and machinery
Fixtures, fittings and equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 April 2025
9,705,250
205,329
258,391
1,359,319
11,528,289
Additions
107,710
19,761
126,656
254,127
Disposals
(354)
(152,325)
(152,679)
At 31 March 2026
9,705,250
313,039
277,798
1,333,650
11,629,737
Depreciation and impairment
At 1 April 2025
(194,750)
128,282
189,120
469,775
592,427
Depreciation charged in the year
122,997
47,629
34,295
115,540
320,461
Eliminated in respect of disposals
(175)
(143,593)
(143,768)
At 31 March 2026
(71,753)
175,911
223,240
441,722
769,120
Carrying amount
At 31 March 2026
9,777,003
137,128
54,558
891,928
10,860,617
At 31 March 2025
9,900,000
77,047
69,271
889,544
10,935,862
The company had no property, plant and equipment at 31 March 2026 or 31 March 2025.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
12
Property, plant and equipment
(Continued)
- 26 -
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Group
Company
2026
2025
2026
2025
£
£
£
£
Plant and machinery
19,732
30,309
Motor vehicles
869,765
817,939
889,497
848,248
-
-
Freehold land and buildings were valued on an open market basis by reference to market evidence by Flude Property Consultants in April 2025. The directors are satisfied that this valuation is still appropriate as at 31 March 2026.
If revalued assets were stated on an historical cost basis rather than a fair value basis, the carrying value would be £7,165,615 (2025: £7,345,615).
13
Fixed asset investments
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Investments in subsidiaries
14
5,065,439
5,065,439
Unlisted investments
564
540
564
540
5,065,439
5,065,439
Movements in non-current investments
Group
Investments
£
Cost or valuation
At 1 April 2025
540
Additions
24
At 31 March 2026
564
Carrying amount
At 31 March 2026
564
At 31 March 2025
540
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
13
Fixed asset investments
(Continued)
- 27 -
Movements in non-current investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2025 and 31 March 2026
5,065,439
Carrying amount
At 31 March 2026
5,065,439
At 31 March 2025
5,065,439
14
Subsidiaries
Details of the company's subsidiaries at 31 March 2026 are as follows:
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
Fargro Limited
*
Supply of requisites and energy to the horticultural industry
Ordinary
100.00
-
Fargro Home & Garden Limited
*
Online horticultural wholesaler
Ordinary
0
100.00
Registered office addresses (all UK unless otherwise indicated):
*
Vinery Fields, Arundel Road, Poling, Arundel, West Sussex, BN18 9PY
15
Inventories
Group
Company
2026
2025
2026
2025
£
£
£
£
Finished goods and goods for resale
4,338,234
3,810,317
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 28 -
16
Trade and other receivables
Group
Company
2026
2025
2026
2025
Amounts falling due within one year:
£
£
£
£
Trade receivables
7,178,166
7,613,898
Amounts owed by group undertakings
2,113,376
1,387,190
Other receivables
14,777
Prepayments and accrued income
617,190
642,822
7,810,133
8,256,720
2,113,376
1,387,190
Deferred tax asset (note 21)
56,300
38,600
7,866,433
8,295,320
2,113,376
1,387,190
Amounts owed by group companies have no terms and are therefore repayable on demand. Whilst the classification as current liabilities reflect the contractual nature of the loans, the group does not seek repayment of these loans until the group companies are financially able to do so. This may be more than 12 months from the reporting date.
17
Current liabilities
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Bank loans
19
411,063
Obligations under finance leases
20
335,784
213,231
Trade payables
5,032,625
4,699,719
Other taxation and social security
864,423
920,896
-
Other payables
4,529,473
4,289,086
Accruals and deferred income
965,363
972,571
11,300
7,600
11,727,668
11,506,566
11,300
7,600
18
Non-current liabilities
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Bank loans and overdrafts
19
6,262,546
5,860,641
Obligations under finance leases
20
698,405
983,570
Other borrowings
19
7,210,019
6,552,616
7,210,019
6,552,616
14,170,970
13,396,827
7,210,019
6,552,616
Amounts included above which fall due after five years are as follows:
Payable by instalments
6,262,750
4,768,719
-
-
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 29 -
19
Borrowings
Group
Company
2026
2025
2026
2025
£
£
£
£
Bank loans
6,262,546
6,271,704
Other loans
7,210,019
6,552,616
7,210,019
6,552,616
13,472,565
12,824,320
7,210,019
6,552,616
Payable within one year
411,063
Payable after one year
13,472,565
12,413,257
7,210,019
6,552,616
The bank loan has an interest rate of 3.10% above base rate. The other loans are made up of 7% and 10% secured investor and management loan notes.
The loans relate to loans with Cynergy Business Finance Limited and Ashridge Capital (Nominee) Limited, refer to note 24 for more information.
20
Finance lease obligations
Group
Company
2026
2025
2026
2025
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
335,784
213,231
In two to five years
698,405
983,570
1,034,189
1,196,801
-
-
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period (hire purchase agreements), and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
Finance leased are secured against the assets to which they relate.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 30 -
21
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
Assets
Assets
2026
2025
2026
2025
Group
£
£
£
£
Accelerated capital allowances
347,000
325,400
18,800
22,900
Revaluations
663,541
663,541
-
-
Retirement benefit obligations
-
-
-
15,700
Share based payments
-
-
37,500
-
Rollover gain on land and buildings
1,098,283
1,098,283
-
-
2,108,824
2,087,224
56,300
38,600
The company has no deferred tax assets or liabilities.
Group
Company
2026
2026
Movements in the year:
£
£
Liability at 1 April 2025
2,048,624
-
Charge to profit or loss
3,900
-
Liability at 31 March 2026
2,052,524
-
The directors have considered the deferred tax liabilities noted above and concluded that it is not possible to state the estimated liabilities which will reverse in the next 12 months. This is due to the level of reversal being dependant on events which are not yet known.
In accordance with section 29 of FRS 102 the deferred tax is being recognised at the tax rates enacted and expected to apply at a future date of disposal. The rate now applied is 25% which is effective for periods commencing on or after 1 April 2023.
22
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
249,967
362,484
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 31 -
23
Share capital
Group and company
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 0.01p each
1,000,000
959,000
100
96
Ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights.
During the year, the company issued 41,000 shares of £0.0001 at par for £4.10, these were unpaid at the year-end.
24
Financial commitments, guarantees and contingent liabilities
The assets of the group are secured under fixed and floating charges due to a cross guarantee and debenture that exists in relation to liabilities owed to Ashridge Capital (Nominee) Limited by Fargroup Limited. The outstanding liabilities at the year-end were £7,210,019 (2025 - £6,552,622).
The assets of the group are secured under fixed and floating charges due to a cross guarantee and debenture that exists in relation to liabilities owed to Cynergy Business Finance Limited by Fargro Limited. The outstanding liabilities at the year-end were £6,262,546 (2025 - £nil).
The assets of the group were secured under fixed and floating charges due to a cross guarantee and debenture that exists in relation to liabilities owed to Leumi UK Group Limited by Fargro Limited. The outstanding liabilities at the year-end were £nil (2025 - £6,271,704).
The assets of a subsidiary company are secured under fixed and floating charges including a negative pledge, due to a debenture that exists with the subsidiary company bank account.
25
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2026
2025
2026
2025
£
£
£
£
Within one year
15,086
13,586
-
-
Between two and five years
16,988
16,988
-
-
32,074
30,574
-
-
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 32 -
26
Related party transactions
Transactions with related parties
During the year the group and company entered into transactions, in the ordinary course of business, with other related parties. Transactions entered into, and trading balances outstanding at 31 March 2026, are as follows:
| | Purchases from related party £ | Amounts owed from related party £ | Amounts owed to related party £ |
Entities controlled by key management personnel and their close family members | | | | |
| | | | |
| | | | |
Terms and conditions of transactions with related parties
Sales and purchases between related parties are made at normal market prices. Outstanding balances with entities are unsecured, interest free and cash settlement is expected within 60 days of invoice. The company has not provided or benefited from any guarantees for any related party receivables or payables. The company has not made any provision for doubtful debts relating to amounts owed by related parties in either the current or comparative year.
During the year, the group has paid £904,021 (2025 - £967,506) to a majority shareholder in relation to financing and monitoring costs. The transactions are deemed to be under the normal course of business.
27
Cash generated from/(absorbed by) group operations
2026
2025
£
£
Loss for the year after tax
(1,233,237)
(5,662,355)
Adjustments for:
Taxation charged
3,900
538,300
Finance costs
1,388,179
2,000,382
Investment income
(1,382)
(2,911)
Gain on disposal of property, plant and equipment
(53,081)
(110,026)
Amortisation and impairment of intangible assets
(292,410)
(204,819)
Depreciation and impairment of property, plant and equipment
320,461
790,874
Movements in working capital:
(Increase)/decrease in inventories
(527,917)
256,205
Decrease/(increase) in trade and other receivables
446,587
(3,933,255)
Increase in trade and other payables
509,612
5,576,800
Cash generated from/(absorbed by) operations
560,712
(750,805)
FARGROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 33 -
28
Analysis of changes in net debt - group
1 April 2025
Cash flows
New finance leases
Market value movements
31 March 2026
£
£
£
£
£
Cash at bank and in hand
828,668
(532,607)
-
-
296,061
Borrowings excluding overdrafts
(12,824,320)
(1,309,345)
-
661,100
(13,472,565)
Obligations under finance leases
(1,196,801)
289,268
(126,656)
-
(1,034,189)
(13,192,453)
(1,552,684)
(126,656)
661,100
(14,210,693)
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