Company registration number 02572727 (England and Wales)
ODYSEA LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
ODYSEA LIMITED
COMPANY INFORMATION
Directors
Athena Gourdoumbas
Antonios Manuelides
(Appointed 27 March 2025)
Company number
02572727
Registered office
Sovereign House Unit 2
Dorma Trading Park
Staffa Road
London
E10 7QX
Auditor
HW Fisher Audit
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
ODYSEA LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 25
ODYSEA LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 1 -

The directors present the strategic report for the year ended 31 January 2026.

Review of the business

The company had a challenging but successful year seeing an increase in turnover of 6% to £46,090,650 (2025: £43,541,197) and an increase in profit before tax to £2,856,683 (2025: £2,827,381). The directors expect the trading environment to remain challenging in the year ahead. Currency volatility and uncertainty in international markets continue to affect the business, and global shipping routes remain subject to ongoing disruption. The conflict in the Middle East has restricted the movement of goods and resulted in higher fuel and freight costs. The directors also continue to monitor developments in packaging and recycling legislation closely to ensure ongoing compliance. Notwithstanding these factors, the directors consider the company to be well positioned and are confident of delivering another year of strong performance.

 

Responsible business practice is central to the company’s operations, and Odysea continues to focus on reducing its environmental impact. In addition to reducing plastic usage across its product range, the company has extended its initiatives to lower carbon emissions, supported by regular measurement and review of its carbon footprint. These measures underpin the company’s long-term objective of achieving carbon neutrality. The company continues to invest in data accuracy and in improving the effectiveness of its supply chain, and maintains its support for producers’ environmental initiatives.

The company continues to explore the use of artificial intelligence to improve operational efficiency and develop its technological capabilities. In parallel, the company has continued to invest in cyber security, and this commitment was recognised with Cyber Essentials certification in May 2026.

Principal risks and uncertainties

There are a number of risks affecting the business

 

 

 

 

Key performance indicators

The two key performance indicators of the company are the gross profits that it achieves on trading and the net assets of the company. At the balance sheet date the company had made a gross profit for the financial year of £10,814,664 (2025: £9,915,070) the company had net assets of £15,170,913 (2025: £13,567,997). This is in line with the directors' expectations for the year.

S172 Statement

In accordance with section 414CZA of the Companies Act 2006, the directors present this statement describing how they have had regard to the matters set out in section 172(1)(a) to (f) of the Act in performing their duty to promote the success of the company for the benefit of its members as a whole during the year ended 31 January 2026.

 

Section 172 requires a director to act in the way he or she considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, having regard, amongst other matters. The following sets out, by key stakeholder group, how the directors have had regard to these matters during the year.

 

Employees

The company employed an average of 41 people during the year (2025: 40), across warehouse, technical, administration, sales and marketing functions. The directors had regard to employee interests by providing training to staff during the year and by holding annual workshops to engage and involve the teams. The company is also recruiting additional people to support its continued growth, and the directors factored employee wellbeing and retention into decisions on staffing levels, remuneration and working conditions.

ODYSEA LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 2 -
Customers and Suppliers

The company's business is the import and wholesale distribution of food products, with long-term relationships with producers and customers central to its operations. During the year, the company continued to support producers' environmental initiatives and invested in data accuracy systems to enhance supply chain transparency. The directors agreed to broaden the company's strategic focus to include new retail and foodservice customers, approving a dedicated New Business Developer role to drive growth while allowing the commercial team to focus on existing relationships. The board also approved an external marketing consultancy to assess current capabilities and inform a structured, long-term marketing strategy. Customers' interests are further considered through the company's credit risk management, with bad debt provisions reflecting management's experience and prevailing economic conditions, balancing support for customers with the protection of the company's liquidity. The Board actively manages the Company’s environmental and community impact. During the year, Directors prioritised energy efficiency, waste reduction, and local employment, embedding sustainability and community interests into strategic decisions.

Business Conduct and Long-Term Decision-Making

The board takes a long-term approach to decision-making, balancing short-term trading performance with the sustainability and resilience of the business. During the year, the directors identified the need to formalise core processes, governance and accountabilities to support continued growth. The board approved an external consultancy to review Odysea’s operating model, value chain and key business processes, with recommendations to strengthen governance, operational effectiveness and organisational capability.

The company continued to explore the use of artificial intelligence to improve operational efficiency and technological capability. Since the year end, it also achieved Cyber Essentials certification in May 2026, strengthening its information security standards. The company maintains long-standing supplier relationships and prioritises food safety in its operations. The board also maintained continuity in its oversight following Panaghiotis Manuelides’ resignation as a director and the appointment of Antonios Alexandros Manuelides with effect from 27 March 2025.

Shareholders and Fairness Between Members

The directors maintain regular communication with the company's shareholders and have regard to their interest when considering the strategy, financial performance and future development of the business. In doing so, the directors seek to act fairly between the members of the company.

Approval This statement forms part of the Strategic Report and was approved by the board of directors.

On behalf of the board

Athena Gourdoumbas
Director
29 October 2026
ODYSEA LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 3 -

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

Principal activities

The principal activity of the company continued to be that of the import and wholesale distribution of food products.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £570,000. 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:

Athena Gourdoumbas
Antonios Manuelides
(Appointed 27 March 2025)
Panaghiotis Manuelides
(Resigned 27 March 2025)
Strategic Report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company'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 risk management objectives and policies of the company. Future developments and disclosures regarding engagement with suppliers, customers and other in a business relationship with the group and company are also covered in the strategic report.

Streamlined Energy and Carbon Reporting (SECR) Disclosure

This is Odysea Limited's first disclosure under the Streamlined Energy and Carbon Reporting (SECR) framework. The Company qualifies as a large unquoted company under the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, and reports below on its UK energy use, associated greenhouse gas emissions, and energy efficiency actions for the period 1 February 2025 to 31 January 2026.

As this is the Company's first year of reporting, no prior-year comparative figures are presented, in line with the transitional provision for first-time reporters. Comparative data will be included in next year's disclosure.

Reporting boundary and methodology

Organisational boundary: Odysea Limited reports on an operational control basis, covering all UK sites and activities over which the Company has the authority to introduce and implement its own operating policies. This includes the Company's office and warehouse premises at Unit 2. Dorma Trading Park, Staffa Road, London, E10 7QX, together with the Company's owned/leased vehicle fleet. Emissions arising from overseas freight and third-party logistics providers used to import goods fall outside the Company's operational control and are not included in this disclosure.

Sites included: Head Office and Warehousing premises

Emissions have been calculated in accordance with the GHG Protocol Corporate Accounting and Reporting Standard.

ODYSEA LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 4 -
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
- Fuel consumed for transport
33,196
- Electricity purchased
230,318
263,514
Emissions of CO2 equivalent
Metric tonnes
Metric tonnes
Scope 1 - direct emissions
- Gas combustion
-
- Fuel consumed for owned transport
14.80
14.80
Scope 2 - indirect emissions
- Electricity purchased
40.77
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the company
-
Total gross emissions
55.57
Intensity ratio
Tonnes CO2e per £1,000 turnover
0.00121
Quantification and reporting methodology

We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting.

 

Methodology Statement

Energy figure calculated using 18,200 business miles multiplied by the 1.74073 kWh/mile factor (Class II Diesel Van, Net CV) from the DESNZ Greenhouse Gas Reporting Conversion Factors 2025.

Intensity measurement

To allow comparison of emissions performance over time, the Company has selected tCO2e per £1,000 turnover as its intensity metric, on the basis that this best reflects the scale of the Company's operations.

ODYSEA LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 5 -
Measures taken to improve energy efficiency

Background: on-site renewable generation

The Company's leasehold premises were fitted with solar panels during the prior accounting period, ahead of SECR becoming applicable to the Company. This installation continues to reduce the Company's purchased grid electricity and is reflected in the energy consumption figures reported above. As this installation was completed in a prior period, it is not listed among the energy efficiency actions taken during the current reporting period below.

Energy efficiency actions

During the reporting period, the Company implemented and maintained a number of measures aimed at improving energy efficiency and reducing energy consumption:

These measures form part of the Company’s ongoing approach to managing energy consumption and identifying opportunities for further energy and carbon reductions.

Planned actions for the next reporting period include:

 

Reviewing progress against energy and carbon performance to support the Company’s ongoing emissions reduction activities

 

ODYSEA LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 6 -
Methodology note

Scope 1 and Scope 2 greenhouse gas emissions have been calculated in accordance with the GHG Protocol Corporate Accounting and Reporting Standard and the requirements of the Streamlined Energy and Carbon Reporting (SECR) framework.

Scope 1 includes direct emissions from sources owned or controlled by the organisation, including the combustion of fuels in company-controlled operations and vehicles, where applicable.

Scope 2 includes indirect emissions associated with purchased electricity consumed within the organisation’s operational boundary.

Activity data, including fuel consumption and electricity usage, has been converted into tonnes of carbon dioxide equivalent (tCO₂e) using the relevant UK Government GHG Conversion Factors for Company Reporting for the reporting period.

The organisational boundary has been applied consistently across the emissions inventory and associated energy consumption data.

The emissions intensity ratio has been calculated using total Scope 1 and Scope 2 emissions relative to turnover:

Intensity ratio = Total Scope 1 & 2 emissions (tCO₂e) ÷ Turnover (£000)

For the reporting period, total Scope 1 and Scope 2 emissions were 55.57 tCO₂e against turnover of £46,090,650, resulting in an emissions intensity of 0.00121 tCO₂e per £1,000 of turnover

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 company’s auditor 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 company’s auditor is aware of that information.

 

 

On behalf of the board

Athena Gourdoumbas
Director
29 October 2026
ODYSEA LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 JANUARY 2026
- 7 -

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 company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

ODYSEA LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ODYSEA LIMITED
- 8 -
Opinion

We have audited the financial statements of Odysea Limited (the 'company') for the year ended 31 January 2026 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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:

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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The 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:

ODYSEA LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ODYSEA LIMITED (CONTINUED)
- 9 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the 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:

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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

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

As part of our planning process:

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility for the prevention and detection of irregularities and fraud rests with the directors.

ODYSEA LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ODYSEA LIMITED (CONTINUED)
- 10 -

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.

Use of our 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.

Mandy Janes (Senior Statutory Auditor)
For and on behalf of HW Fisher Audit, Statutory Auditor
Chartered Accountants
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
30 October 2026
ODYSEA LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2026
- 11 -
2026
2025
Notes
£
£
Turnover
3
46,090,650
43,541,197
Cost of sales
(35,275,986)
(33,626,127)
Gross profit
10,814,664
9,915,070
Distribution costs
(981,507)
(976,521)
Administrative expenses
(7,018,000)
(6,163,601)
Operating profit
4
2,815,157
2,774,948
Interest receivable and similar income
8
41,526
52,433
Profit before taxation
2,856,683
2,827,381
Tax on profit
9
(683,767)
(711,460)
Profit for the financial year
2,172,916
2,115,921

The profit and loss account has been prepared on the basis that all operations are continuing operations.

ODYSEA LIMITED
BALANCE SHEET
AS AT
31 JANUARY 2026
31 January 2026
- 12 -
2026
2025
Notes
£
£
£
£
Fixed assets
Tangible assets
12
438,286
367,592
Investments
13
142,213
142,213
580,499
509,805
Current assets
Stocks
16
6,670,041
5,377,242
Debtors
17
8,562,106
7,273,600
Cash at bank and in hand
4,863,366
5,926,313
20,095,513
18,577,155
Creditors: amounts falling due within one year
18
(5,458,680)
(5,443,911)
Net current assets
14,636,833
13,133,244
Total assets less current liabilities
15,217,332
13,643,049
Provisions for liabilities
Deferred tax liability
19
46,419
75,052
(46,419)
(75,052)
Net assets
15,170,913
13,567,997
Capital and reserves
Called up share capital
21
5,000
5,000
Profit and loss reserves
15,165,913
13,562,997
Total equity
15,170,913
13,567,997
The financial statements were approved by the board of directors and authorised for issue on 29 October 2026 and are signed on its behalf by:
Athena Gourdoumbas
Director
Company registration number 02572727 (England and Wales)
ODYSEA LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 February 2024
5,000
11,447,076
11,452,076
Year ended 31 January 2025:
Profit and total comprehensive income
-
2,115,921
2,115,921
Balance at 31 January 2025
5,000
13,562,997
13,567,997
Year ended 31 January 2026:
Profit and total comprehensive income
-
2,172,916
2,172,916
Dividends
10
-
(570,000)
(570,000)
Balance at 31 January 2026
5,000
15,165,913
15,170,913
ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
- 14 -
1
Accounting policies
Company information

Odysea Limited is a private company limited by shares incorporated in England and Wales. The registered office is Sovereign House Unit 2, Dorma Trading Park, Staffa Road, London, E10 7QX.

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 £.

The financial statements have been prepared under the historical cost convention, the principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Odysea Limited is a wholly owned subsidiary of Cavo Colona Holdings Limited and the results of Odysea Limited are included in the consolidated financial statements of Cavo Colona Holdings Limited which are available from Acre House, 11/15 William Road, London, United Kingdom, NW1 3ER.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

 

Post year-end the company and group has remained profitable, which has been driven by growth in the group's supermarket and online sectors. The directors expect further challenges in the current year due to market forces, climate change, fuel surcharges and disruption to international shipping lines causing delays. However, the directors remain positive for another good year.

 

In the opinion of the directors, the group has sufficient financial and other resources to be able to continue as a going concern for a period of at least 12 months from the date of approval of the financial statements. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods provided in the normal course of business, and is shown net of VAT. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 15 -
1.4
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.

Amortisation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Software
33% on cost
1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following basis:

Leasehold Improvements
2% straight line
Plant and equipment
25% reducing balance
Fixtures and fittings
25% reducing balance
Motor vehicles
25% reducing balance

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 credited or charged to profit or loss.

1.6
Fixed asset investments

Interests in subsidiaries and other unlisted investments are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.7
Impairment of fixed assets

At each reporting period end date, the company 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.

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.

1.8
Stocks

Stocks 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 overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss.

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 16 -
1.9
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with 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 debtors 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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 profit or loss.

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 company 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 company after deducting all of its liabilities.

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 17 -
Basic financial liabilities

Basic financial liabilities 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 creditors 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including 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 profit or loss 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 company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company 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 company.

1.11
Derivatives

The company enters into foreign exchange forward contracts in order to manage its exposure to foreign exchange risk.

 

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

 

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.12
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 profit and loss account 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.

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 18 -
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.

1.13
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 fixed 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.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
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 company’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.

 

The directors do not consider there to be any significant judgements or estimation uncertainty in the preparation of the

accounts.

3
Turnover and other revenue

An analysis of the company's turnover is as follows:

2026
2025
£
£
Turnover
Turnover - Wholesale food
46,090,650
43,541,197
2026
2025
£
£
Other significant revenue
Interest income
41,526
52,433
ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
3
Turnover and other revenue
(Continued)
- 19 -
2026
2025
£
£
Turnover analysed by geographical market
United Kingdom
46,090,650
43,541,197
4
Operating profit
2026
2025
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
115,079
(127,319)
Hedging item (gains)/losses
(6,669)
277,520
Depreciation of tangible fixed assets
58,141
69,634
Profit on disposal of tangible fixed assets
-
(31,040)
Operating lease charges
230,363
175,058
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 company
15,550
14,750
For other services
Taxation compliance services
3,000
2,900
All other non-audit services
2,700
2,560
5,700
5,460
6
Directors' remuneration
2026
2025
£
£
Remuneration for qualifying services
233,146
260,000
Company pension contributions to defined contribution schemes
43,200
68,200
276,346
328,200

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted 2 (2025 - 2).

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
6
Directors' remuneration
(Continued)
- 20 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2026
2025
£
£
Remuneration for qualifying services
156,350
114,649
Company pension contributions to defined contribution schemes
43,200
28,200
7
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2026
2025
Number
Number
Warehouse
11
11
Technical
5
5
Admin
13
12
Sales
9
9
Marketing
3
3
Total
41
40

Their aggregate remuneration comprised:

2026
2025
£
£
Wages and salaries
1,884,567
1,746,809
Social security costs
250,203
196,475
Pension costs
133,937
120,922
2,268,707
2,064,206
8
Interest receivable and similar income
2026
2025
£
£
Interest income
Interest on bank deposits
41,526
52,433
ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 21 -
9
Taxation
2026
2025
£
£
Current tax
UK corporation tax on profits for the current period
712,400
692,159
Deferred tax
Origination and reversal of timing differences
(28,633)
19,301
Total tax charge
683,767
711,460

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2026
2025
£
£
Profit before taxation
2,856,683
2,827,381
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2025: 25%)
714,171
706,845
Effects of:
Expenses that are not deductible in determining taxable profit
12,624
1,764
Income not taxable in determining taxable profit
-
0
(197)
Adjustments in respect of prior years
(7,285)
-
0
Fixed asset differences
1,021
1,443
Movement in deferred tax not recognised
(36,764)
1,605
Taxation charge in the financial statements
683,767
711,460
10
Dividends
2026
2025
£
£
Final paid
570,000
-
0
ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 22 -
11
Intangible fixed assets
Software
£
Cost
At 1 February 2025 and 31 January 2026
44,312
Amortisation and impairment
At 1 February 2025 and 31 January 2026
44,312
Carrying amount
At 31 January 2026
-
0
At 31 January 2025
-
0
12
Tangible fixed assets
Leasehold Improvements
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 February 2025
273,420
350
531,103
133,949
938,822
Additions
-
0
-
0
128,835
-
0
128,835
At 31 January 2026
273,420
350
659,938
133,949
1,067,657
Depreciation and impairment
At 1 February 2025
126,642
327
372,771
71,490
571,230
Depreciation charged in the year
2,937
6
39,583
15,615
58,141
At 31 January 2026
129,579
333
412,354
87,105
629,371
Carrying amount
At 31 January 2026
143,841
17
247,584
46,844
438,286
At 31 January 2025
146,778
23
158,332
62,459
367,592
13
Fixed asset investments
2026
2025
Notes
£
£
Investments in subsidiaries
14
868
868
Unlisted investments
141,345
141,345
142,213
142,213
14
Subsidiaries

Details of the company's subsidiaries at 31 January 2026 are as follows:

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
14
Subsidiaries
(Continued)
- 23 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Odysea Europe B.V
Herengracht 420, 1017 BZ, Amsterdam, Netherlands
Ordinary
100.00
15
Financial instruments
2026
2025
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Currency contracts
-
6,669
16
Stocks
2026
2025
£
£
Finished goods and goods for resale
6,670,041
5,377,242
17
Debtors
2026
2025
Amounts falling due within one year:
£
£
Trade debtors
7,377,170
6,001,013
Amounts owed by group undertakings
873,427
906,963
Other debtors
210,073
265,656
Prepayments and accrued income
101,436
99,968
8,562,106
7,273,600
18
Creditors: amounts falling due within one year
2026
2025
£
£
Trade creditors
4,919,343
4,816,015
Corporation tax
251,225
358,139
Other taxation and social security
56,013
47,345
Derivative financial instruments
-
0
6,669
Other creditors
20,587
24,103
Accruals and deferred income
211,512
191,640
5,458,680
5,443,911
ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 24 -
19
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company:

Liabilities
Liabilities
2026
2025
Balances:
£
£
Accelerated capital allowances
46,419
75,052
2026
Movements in the year:
£
Liability at 1 February 2025
75,052
Credit to profit or loss
(28,633)
Liability at 31 January 2026
46,419
20
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
133,937
120,922

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

21
Share capital
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
5,000
5,000
5,000
5,000
22
Related party transactions

Included within other debtors is an interest-free loan due from the directors. The opening balance of £33,200 (2025: £36,000) was interest-free and unsecured. Repayments of £33,200 (2025: £2,800) were made during the year, resulting in a closing balance of £nil (2025: £33,200).

Also included within other debtors is an interest-bearing loan. The opening balance of £72,400 (2025: £nil) is unsecured, bears interest at 2.25% payable per annum. Advances during the year were £nil (2025: £72,400). Repayments of £41,800 (2025: £nil) were made in the year, leaving a closing balance of £30,600 (2025: 72,400).

ODYSEA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 25 -
23
Ultimate controlling party

The company's immediate parent company is Cavo Colona Holdings Limited and these financial statements are consolidated in the financial statements of Cavo Colona Holdings Limited, which are available online from Companies House.

 

The ultimate parent company is Saronikos Holdings Limited, a company incorporated in Jersey.

 

The company's ultimate controlling party is P Manuelides.

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