REGISTERED NUMBER: 06303993 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

UNITED FRESH CONSORTIUM LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

Mr C Paynton

Mr P W Merrell

SECRETARY:

Mrs A Feasey

REGISTERED OFFICE:

Office Suite 2 Lowes Lane Business Park

Wellesbourne

Warwick

Warwickshire

CV35 9RB

REGISTERED NUMBER:

06303993 (England and Wales)

SENIOR STATUTORY AUDITOR:

Tarandeep Singh Birdi

AUDITORS:

Pentlands Accountants and advisors Ltd

Chartered Certified Accountants

and Statutory Auditors

3 & 4 Pegasus House

Pegasus Court

Olympus Avenue

Warwick

Warwickshire

CV34 6LW

The directors present their strategic report for the year ended 31 December 2024.

The United Fresh Consortium Limited is an ESG-focused national supplier of fresh produce, dairy and morning goods, Deli, and Specialist food to caterers within Great Britain and Ireland. The model brings together some of the country's best regional suppliers, growers, and producers to supply national contracts from a regional supply base.

This model feeds the ever-growing need for "local" supply but, at the same time, works towards the most sustainable route possible as a step change for the industry. The UFC model is the UK's leader in ESG lead supply in this category, enabling our clients to work towards their own goals more easily and not only talk about but also prove it. The UFC model also takes pride in its support of communities through our regional procurement and distribution model, employing staff locally to the area of operations. We supply most of our customers within a radius of less than 50 miles and an average of 31 miles.

We have an extensive growing customer base with some impressive brands from hospitality to education and contract catering. As the industry wakes up to the need to operate correctly, a sustainable supply chain is not a goal that can be ticked off but an ever-evolving and constant work ethic.

PRINCIPAL RISKS AND UNCERTAINTIES

The Directors believe that the business is in a strong position to develop opportunities in the months and years to come. The business regularly demonstrates a hunger to take advantage of any potential opportunity. Our team is more focused than ever, and we will continue to work on putting the right resource in to allow for growth.

We continue to review credit risk and ensure our accounting procedures are followed to avoid potential bad debt. We are pleased by the actual low impact here but remain vigilant; our better-resourced team has made great improvements leading to a significant reduction in debtor days.

Supply and Supply Partner Relationships

Margin and a greater understanding of cost - understanding our supply partners' costs is a priority; like most businesses, we are all under incredible pressure and strive to mitigate or prevent passing through into our pricing. Fuel and Energy are prime examples of this, along with many inflationary impacts, which we as a business have had to work together with our supply group to ensure that we are working at mitigating wherever possible but ultimately finding the best way to pass these onto the client base in such a way that is understood and accepted.

ON BEHALF OF THE BOARD:

Mr C Paynton - Director

20 November 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of bringing together business to facilitate the supply of fresh produce for national contracts.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS

Mr C Paynton has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

Mrs A Feasey - resigned 22 November 2024

Mr P W Merrell - appointed 1 March 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Pentlands Accountants and advisors Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr C Paynton - Director

20 November 2025

Opinion

We have audited the financial statements of United Fresh Consortium Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditors' responsibilities for the audit of the financial statements

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

Our procedures were designed to identify the key areas where irregularities, including fraud, could occur. We have designed the procedures in accordance with our knowledge of the entity and its current environment.

Before the audit commenced, we determined the areas that are more likely to be at risk of material misstatement. This included looking at areas where non-compliance with laws and regulations could occur. Our initial assessment determined that the risk to material misstatement and fraud was low due to the good segregation of duties . The business always takes good advice surrounding its activities in order to confirm they are complying with laws and regulations.

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

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Tarandeep Singh Birdi (Senior Statutory Auditor)

for and on behalf of Pentlands Accountants and advisors Ltd

Chartered Certified Accountants

and Statutory Auditors

3 & 4 Pegasus House

Pegasus Court

Olympus Avenue

Warwick

Warwickshire

CV34 6LW

20 November 2025

TURNOVER

38,187,165

37,857,791

Cost of sales

36,186,290

36,002,872

GROSS PROFIT

2,000,875

1,854,919

Administrative expenses

2,120,489

1,543,286

OPERATING (LOSS)/PROFIT

4

(119,614

)

311,633

Interest receivable and similar income

4,449

2,181

(115,165

)

313,814

Interest payable and similar expenses

5

164,349

157,521

(LOSS)/PROFIT BEFORE TAXATION

(279,514

)

156,293

Tax on (loss)/profit

6

7,930

63,685

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(287,444

)

92,608

(LOSS)/PROFIT FOR THE YEAR

(287,444

)

92,608

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(287,444

)

92,608

FIXED ASSETS

Intangible assets

7

170,076

164,725

Tangible assets

8

313,271

434,962

483,347

599,687

CURRENT ASSETS

Debtors

9

7,513,465

7,719,196

Cash at bank

24,750

111,624

7,538,215

7,830,820

CREDITORS

Amounts falling due within one year

10

7,532,673

7,582,430

NET CURRENT ASSETS

5,542

248,390

TOTAL ASSETS LESS CURRENT LIABILITIES

488,889

848,077

CREDITORS

Amounts falling due after more than one year

11

(251,575

)

(313,189

)

PROVISIONS FOR LIABILITIES

15

(50,715

)

(60,845

)

NET ASSETS

186,599

474,043

CAPITAL AND RESERVES

Called up share capital

16

196

196

Share premium

17

3,604

3,604

Retained earnings

17

182,799

470,243

SHAREHOLDERS' FUNDS

186,599

474,043

The financial statements were approved by the Board of Directors and authorised for issue on 20 November 2025 and were signed on its behalf by:

Mr C Paynton - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2023

196

377,635

3,604

381,435

Changes in equity

Total comprehensive income

-

92,608

-

92,608

Balance at 31 December 2023

196

470,243

3,604

474,043

Changes in equity

Total comprehensive income

-

(287,444

)

-

(287,444

)

Balance at 31 December 2024

196

182,799

3,604

186,599

Cash flows from operating activities

Cash generated from operations

1

347,281

(584,301

)

Interest paid

(134,749

)

(128,131

)

Interest element of hire purchase payments paid

(29,600

)

(29,390

)

Tax paid

(59,969

)

(61,102

)

Net cash from operating activities

122,963

(802,924

)

Cash flows from investing activities

Purchase of intangible fixed assets

(5,351

)

(164,725

)

Purchase of tangible fixed assets

(14,172

)

(351,409

)

Interest received

4,449

2,181

Net cash from investing activities

(15,074

)

(513,953

)

Cash flows from financing activities

Capital repayments in year

(73,762

)

265,798

Amount introduced by directors

3,635

-

Amount withdrawn by directors

(124,636

)

(88,228

)

Net cash from financing activities

(194,763

)

177,570

Decrease in cash and cash equivalents

(86,874

)

(1,139,307

)

Cash and cash equivalents at beginning of year

2

111,624

1,250,931

Cash and cash equivalents at end of year

2

24,750

111,624

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024

2023

£

£

(Loss)/profit before taxation

(279,514

)

156,293

Depreciation charges

124,657

107,844

Profit on disposal of fixed assets

(7,604

)

-

Finance costs

164,349

157,521

Finance income

(4,449

)

(2,181

)

(2,561

)

419,477

Decrease/(increase) in trade and other debtors

387,207

(3,053,505

)

(Decrease)/increase in trade and other creditors

(37,365

)

2,049,727

Cash generated from operations

347,281

(584,301

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

24,750

111,624

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

111,624

1,250,931

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank

111,624

(86,874

)

24,750

111,624

(86,874

)

24,750

Debt

Finance leases

(397,743

)

73,762

(323,981

)

Debts falling due within 1 year

(377,238

)

(841,088

)

(1,218,326

)

(774,981

)

(767,326

)

(1,542,307

)

Total

(663,357

)

(854,200

)

(1,517,557

)

1.	STATUTORY INFORMATION

United Fresh Consortium Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

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

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured

at cost less any accumulated amortisation and any accumulated impairment losses.

The Development costs have not been amortised as the software has not been brought into to use.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Motor vehicles

-

25% on reducing balance

Office equipment

-

33% on cost and 25% on cost

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

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

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

999,011

644,105

Social security costs

102,704

60,835

Other pension costs

27,043

14,829

1,128,758

719,769

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

2024

2023

Directors

3

2

Staff

15

11

18

13

2024

2023

£

£

Directors' remuneration

202,366

141,000

Information regarding the highest paid director for the year ended 31 December 2024 is as follows:

2024

£

Emoluments etc

97,533

4.	OPERATING (LOSS)/PROFIT

The operating loss (2023 - operating profit) is stated after charging/(crediting):

2024

2023

£

£

Depreciation - owned assets

16,666

13,914

Depreciation - assets on hire purchase contracts

107,992

93,931

Profit on disposal of fixed assets

(7,604

)

-

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2024

2023

£

£

Invoice Discounting fees

134,749

128,131

Hire purchase

29,600

29,390

164,349

157,521

6.

TAXATION

Analysis of the tax charge

The tax charge on the loss for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

27,075

39,206

Corp. Tax over/under provision

(9,015

)

-

Total current tax

18,060

39,206

Deferred tax

(10,130

)

24,479

Tax on (loss)/profit

7,930

63,685

UK corporation tax has been charged at 25% .

7.	INTANGIBLE FIXED ASSETS

Developme

costs

£

COST

At 1 January 2024

164,725

Additions

5,351

At 31 December 2024

170,076

NET BOOK VALUE

At 31 December 2024

170,076

At 31 December 2023

164,725

8.	TANGIBLE FIXED ASSETS

Motor

Office

vehicles

equipment

Totals

£

£

£

COST

At 1 January 2024

511,232

106,584

617,816

Additions

-

14,172

14,172

Disposals

(18,809

)

-

(18,809

)

At 31 December 2024

492,423

120,756

613,179

DEPRECIATION

At 1 January 2024

106,110

76,744

182,854

Charge for year

107,992

16,666

124,658

Eliminated on disposal

(7,604

)

-

(7,604

)

At 31 December 2024

206,498

93,410

299,908

NET BOOK VALUE

At 31 December 2024

285,925

27,346

313,271

At 31 December 2023

405,122

29,840

434,962

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Motor

vehicles

£

COST

At 1 January 2024

511,232

Disposals

(18,809

)

At 31 December 2024

492,423

DEPRECIATION

At 1 January 2024

106,110

Charge for year

107,992

Eliminated on disposal

(7,604

)

At 31 December 2024

206,498

NET BOOK VALUE

At 31 December 2024

285,925

At 31 December 2023

405,122