ACCOUNTS - Final Accounts

Registered number: 11709102

DECENT PACKAGING LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2025

REGISTERED NUMBER:11709102

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025

	2025	2024
Note	£	£

FIXED ASSETS
Tangible assets	4	6,023	7,539
		6,023	7,539
CURRENT ASSETS
Stocks	5	2,765,448	2,068,195
Debtors: amounts falling due within one year	6	3,042,721	1,293,916
Cash at bank and in hand	7	176,714	412,776
		5,984,883	3,774,887
Creditors: amounts falling due within one year	8	(4,559,187)	(3,118,225)
NET CURRENT ASSETS		1,425,696	656,662
TOTAL ASSETS LESS CURRENT LIABILITIES		1,431,719	664,201

NET ASSETS		1,431,719	664,201

CAPITAL AND RESERVES
Called up share capital	1	1
Profit and loss account	1,431,718	664,200
	1,431,719	664,201

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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

G Brent

Director

Date: 22 October 2026

The notes on pages 2 to 9 form part of these financial statements.

Page 1

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	GENERAL INFORMATION

The Company is a private company limited by share capital, incorporated in England. The Company's registered number is 11709102 and registered office address is Unit 13 Nunnery Park, Hornhill Road, Worcester, Worcestershire, England, WR4 0SX.

2.ACCOUNTING POLICIES

2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared in accordance with FRS 102 (September 2024) and include the early adoption of the amendments arising from the FRC’s Periodic Review 2024, which are effective for accounting periods beginning on or after 1 January 2026. The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

The following principal accounting policies have been applied:

2.2

CHANGES IN ACCOUNTING POLICIES

The amendments introduce revised requirements in respect of lease accounting and revenue recognition.

The Company has not identified any contracts that require recognition as a lease.

The Company’s revenue recognition policies under the revised requirements are consistent with those previously applied.

The early adoption of the Periodic Review 2024 amendments did not have a material impact on the Company’s profit for the financial year, financial position or retained earnings.

2.3

FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of BioPak Pty Ltd as at 31 December 2025 and these financial statements may be obtained from Suite 202, Level 2, 59-75 Grafton Street, Bondi, Junction, NSW 2022.

Page 2

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

2.4

GOING CONCERN

The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the reasons set out herein.

The Company meets its day to day working capital requirements from its operational cashflows. The directors have prepared cashflow forecasts and have performed a going concern assessment which indicates that, under both the base case and plausible downside scenario, the company will have sufficient funds to continue to meet its financial obligations as they fall due for at least 12 months from the date of approval of these financial statements.

Consequently, the directors are confident that the Company will have sufficient funds to continue to meet its financial obligations as they fall due for at least 12 months from the date of approval of these financial statements and therefore have prepared the financial statements on a going concern basis.

2.5

REVENUE

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

Sales of goods

Revenue from the sale of goods is recognised at the point at which control of the goods transfers to the customer. This occurs on delivery of the goods to the customer, as this is the point at which the customer obtains control and the Company has no remaining performance obligations.

Payment terms are agreed with customers in advance and are typically settled within normal credit terms. Amounts receivable are recognised net of any expected returns or allowances.

2.6

RESEARCH AND DEVELOPMENT

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

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

2.7

PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

Page 3

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

2.8

CURRENT AND DEFERRED TAXATION

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

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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

2.9

TANGIBLE FIXED ASSETS

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

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

Depreciation is provided on the following basis:

				Office equipment	-	25- 33% Straight Line
				Computer equipment	-	25% Straight Line

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

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

Page 4

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

2.10

STOCKS

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

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

2.11

DEBTORS

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

2.12

CASH AND CASH EQUIVALENTS

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

2.13

CREDITORS

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

2.14

LEASES

The Company accounts for leases in accordance with FRS 102, Section 20: Leases.

At inception, the Company assesses whether a contract contains a lease. A lease is defined as a contract that conveys the right to use an asset for a period of time in exchange for consideration.

As a lessee

At the commencement date, a right-of-use asset and a corresponding lease liability are recognised.

The lease liability is initially measured at the present value of lease payments due over the lease term, discounted at the rate implicit in the lease or, if not readily determinable, the Company’s incremental or obtainable borrowing rate.

The right-of-use asset is measured at the amount of the lease liability and takes into account the
value of lease incentives such as rent-free periods.

After initial recognition, the right-of-use asset is depreciated on a straight-line basis over the shorter of the asset’s useful life or the lease term. The lease liability is subsequently measured at amortised cost using the effective interest method, with interest expense recognised in profit or loss.

The Company has elected to take the exemption for recognising short-term leases as right-of-use assets and lease liabilities. It has also elected to apply the exemption for leases for which the underlying asset is of low value for all leases which meet this requirement.

Page 5

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.ACCOUNTING POLICIES (CONTINUED)

2.15

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.

Deferred tax liabilities are also presented within provisions but are measured in accordance with the accounting policy on taxation.

Increases in provisions are generally charged as an expense to profit or loss.

EMPLOYEES

The average monthly number of employees, including directors, during the year was 7 (2024: 12).

4.	TANGIBLE FIXED ASSETS

	Office equipment	Computer equipment	Total
	£	£	£
COST OR VALUATION
At 1 January 2025	12,622	21,282	33,904
Additions	2,843	-	2,843
At 31 December 2025	15,465	21,282	36,747
DEPRECIATION
At 1 January 2025	7,879	18,486	26,365
Charge for the year on owned assets	2,359	2,000	4,359
At 31 December 2025	10,238	20,486	30,724
NET BOOK VALUE
At 31 December 2025	5,227	796	6,023
At 31 December 2024	4,743	2,796	7,539

Page 6

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

5.	STOCKS
		2025	2024
		£	£

Goods for resale	2,765,448	2,068,195
	2,765,448	2,068,195

DEBTORS

					2025	2024
					£	£


Trade debtors	1,761,878	1,129,332
Amounts owed by group undertakings	638,340	-
Other debtors	295,789	26,589
Prepayments and accrued income	322,969	127,058
Deferred taxation	23,745	10,937
	3,042,721	1,293,916

7.	CASH AND CASH EQUIVALENTS
		2025	2024
		£	£

Cash at bank and in hand	176,714	412,776
	176,714	412,776

8.	CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
		2025	2024
		£	£

Trade creditors	1,060,733	381,655
Amounts owed to group undertakings	1,387,235	274,591
Other taxation and social security	412,650	311,444
Other creditors	34,236	52,423
Accruals and deferred income	1,664,333	2,098,112
	4,559,187	3,118,225

The amounts payable to the group are interest bearing and repayable on demand.

Page 7

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

9.	DEFERRED TAXATION

		2025
		£

	At beginning of year	10,937
	Charged to profit or loss	12,808
	AT END OF YEAR	23,745

The deferred tax asset is made up as follows:
	2025	2024
	£	£

	Accelerated capital allowances	23,745	10,937
		23,745	10,937

The deferred tax asset has been recognised as recovery is considered probable through future taxable profits.

10.	CONTINGENT LIABILITIES

The Company has provided security as part of a group wide debt facility entered into by its parent undertaking, BioPak Pty Ltd. The charge over the assets of Decent Packaging Ltd serves as part of the cross-guarantees and security arrangements supporting the group's borrowing facility.

11.	PENSION COMMITMENTS

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £4,324 (2024: £6,869) . Contributions totalling £1,937 (2024: £2,316) were payable to the fund at the reporting date and are included in creditors.

12.	RELATED PARTY TRANSACTIONS
	The Company has taken exemption from disclosure of related party balances with wholly owned group entities under Section 33 of FRS 102, paragraph 33.1A.

13.	CONTROLLING PARTY

The Company's immediate parent is Innocent Packaging Limited, incorporated in New Zealand.

The registered office of Innocent Packaging Limited is Suite 403 Achilles House, 8 Commerce Street, Auckland Central, Auckland 1010, New Zealand.

The ultimate controlling party is Mellby Gaard AB, a company incorporated in Sweden.

Page 8

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

14.	AUDITORS' INFORMATION

The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.

The audit report was signed on 22 October 2026 by Muhammad Usman ACCA (Senior statutory auditor) on behalf of Bishop Fleming Audit Limited.

Page 9