TREATT PLC Annual Report & Accounts 2025
Annual Report & Accounts 2025
MAKING
THE WORLD
TASTE BETTER
Our natural authentic extracts
and impactful synthetic
ingredients are the ultimate
difierentiators for the world’s
leading beverage brands and
avour houses.
WE HELP OUR
CUSTOMERS
CREATE JOY
AROUND THE
WORLD
Welcome to Treatt
STRATEGY
DRIVING PROGRESS IN
ALL REGIONS
pg 19
TRENDS
AND OPPORTUNITIES
FOR TREATT
CUSTOMERS
628
AT A GLANCE
pg 15
pg 03
IMPACT
ACROSS OUR
SUSTAINABILITY AGENDA
CHINA
COMMERCIAL AND
INNOVATION CENTRE OPEN
Contents
pg 23
pg 20
Overview
Our Highlights 02
At a Glance 03
Strategic Report
Chair’s Statement 04
Our Investment Case 07
Financial Review 08
Group Five-Year Trading Record 13
Market Overview 15
Our Business Model 17
Strategy Update 19
Strategy Progress Overview 20
Key Performance Indicators 21
Sustainability 23
People 26
Planet 34
Performance 49
Section 172 Statement 52
Principal Risks and Uncertainties 58
Going Concern and Viability Statement 64
Corporate Governance
Board of Directors 66
Corporate Governance Statement 68
Workforce Engagement 76
Nomination Committee Report 77
Audit Committee Report 80
Directors’ Remuneration Report 85
Directors’ Report 96
Statement of Directors’ Responsibilities 99
Financial Statements
Independent Auditor’s Report to the members of Treatt PLC 100
Group Income Statement 107
Group Statement of Comprehensive Income 108
Group Statement of Changes in Equity 109
Parent Company Statement of Changes in Equity 110
Group and Parent Company Balance Sheets 111
Group and Parent Company Statements of Cash Flows 113
Group Reconciliation of Net Cash Flow to Movement in Net Debt 115
Notes to the Financial Statements 116
Other Information
Notice of Annual General Meeting 148
Parent Company Information and Advisers 155
Financial Calendar 156
01
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
£18.5m
£10.3m
£16.9m
£15.3m
£20.9m
Our Highlights
FINANCIAL
HIGHLIGHTS
OPERATIONAL
HIGHLIGHTS
EXPANDING OUR REACH
Despite a challenging year, we expanded
our global footprint by hiring sales
representatives across Europe and the US,
and post year end, launching our Commercial
and Innovation Centre in China and
appointing a new distributor in Asia.
BROADEN INTO HIGH VALUE CATEGORIES
While US consumer confidence influenced
premium volumes, this was partially offset
with winning with our technologies in line
with global beverage trends, including sugar
reduction.
DIFFERENTIATED SERVICE MODEL
We launched a new website and digital
product portfolio in May 2025, enhancing
customer experience, and have embedded a
regional structure with fast decision making
close to customers.
NONffFINANCIAL
HIGHLIGHTS
4 Reportable accidents are defined as work-
related accidents which, in the UK must be
reported to a statutory body or, in the US
require hospitalisation, loss of limb, blindness
or anything that prevents an employee from
working for at least seven days.
GOVERNANCE
Zero
reportable accidents
4
SOCIAL
70%
employee engagement in our
pulse surveys (2024: 73%)
ENVIRONMENTAL
7.9%
global reduction in Scope 1 and 2 carbon
emissions compared to 2024
UK
on-site UK solar operational from March
2025 – estimated 30% annual electricity
demand
£150.2m
£132.5m
£17.9 m
£7.0m
8.41p
5.60p
£146.3m
£140.2m
£13.1m
£124.3m
8.01p
£16.2m
7.85p
£19.6m
7.5 0p
REVENUE
1
£132.5m (11.8%)
2025
2024
2023
2022
2021
2025
2024
2023
2022
2021
PROFIT
BEFORE TAX
1
£7.0m (60.9%)
2025
2024
2023
2022
2021
PROFIT BEFORE TAX
ANDflEXCEPTIONAL ITEMS
1,2
£10.3m (44.4%)
2025
2024
2023
2022
2021
DIVIDEND PER SHARE
3
5.60p (33.4%)
ADJUSTED EBITDA
1,2
£16.2m (33.7%)
NET DEBT
£5.9m
£24.4m
£22.6m
£18.5m
£16.2m
£23.1m
2025
2024
2023
2022
2021
£5.9m
£0.7m
£10.4m
£22.4m
£9.1m
2025
2024
2023
2022
2021
1 As explained further in note 31 to the financial statements, revenue, cost of sales and all profit-related metrics for
the year ended 30 September 2024 have been restated.
2 Excludes exceptional items, details of which are provided in note 8 of the financial statements.
3 The dividend per share relates to the interim declared and final dividend proposed in the corresponding financial
year, details of which are provided in note 10 of the financial statements.
02
TREATT PLC
Annual Report & Accounts 2025
At a Glance
Making the world taste better for
good, by creating unforgettable
avour ingredients that spark joy.
We believe flavour should do more than taste good
– it should inspire. Our exceptional ingredients and
transformative technologies help our customers
create beverages that excite, engage and endure.
With state-of-the-art facilities in the UK, US, and
China, we are attracting new customers, entering new
markets, and energising our future growth with bold
strategicinitiatives.
We are a business that is hungry to grow, building
on almost 140 years of expertise with the pace and
ambition of a challenger brand. Multiple transformation
projects are underway to elevate every aspect of
how we operate – from digital experience and
technical collaboration to sustainability leadership and
globalexpansion.
2025 SNAPSHOT:
UNFORGETTABLE
TASTE
EXPERIENCES
CUSTOMERS SERVED
628
NEW CUSTOMERS ADDED
136
PRODUCTS SOLD
1,510
CAPITAL INVESTMENT
£5.2m
EMPLOYEES
353
across three continents
SEE MORE ON OUR WEBSITE
www.treatt.com/investor-relations
COUNTRIES IN SOURCING NETWORK
29
TRAINING HOURS
4,689
REVENUE
£132.5m
PERCENTAGE OF PRODUCT
RANGE THAT IS NATURAL
85%
SALES BY CHANNEL:
FMCG
43%
Flavour Houses
57%
03
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
CHALLENGING YEAR
LOOKING AHEAD WITH OPTIMISM
Chair’s Statement
Vijay Thakrar
Chair
Despite a challenging year,
Treatt is building on its
considerable strengths to
restore performance.
DISAPPOINTING FINANCIAL PERFORMANCE
It has been a challenging year for the business, and we recognise that the decline in
revenue of 11.8% from £150.2m to £132.5m and the resulting reduction in profit
before tax and exceptional items of 44.4% from £18.5m to £10.3m is disappointing
for our stakeholders.
However, we are focused on the future, and the disproportionate impact of revenue
decreases on profits illustrates the operational gearing opportunity for Treatt. We have
well-invested manufacturing sites in the UK and the US, as well as a new Commercial
and Innovation Centre recently opened in China. Our strategy is to grow revenues in all
our territories and, utilising our capacity more fully, we are confident that we can grow
profits disproportionately. This is the key focus for the Board and management team.
LAPSED BID FOR TREATT AND CHANGES TO SHAREHOLDER REGISTER
It was unsurprising that a takeover bid was received during the year, given Treatt’s
share price and strong market reputation. The bid from Natara Global Limited, backed
by funds advised by Exponent Private Equity, lapsed in November 2025 due to
insufficient shareholder votes in support, following the accumulation of 28% of the
Company’s issued share capital by Döhler Group SE.
Döhler is a successful privately owned company headquartered in Germany. It is an
important Treatt customer as well as a significant and respected industry player. As
such, while the Board and management remains deeply mindful of potential conflicts
of interest and will protect the interests of all our shareholders and customers, we
are exploring how we can optimise the benefits of having a supportive shareholder
with extensive knowledge of our industry and who can help accelerate Treatt’s
growth, provided any dealings with Döhler are on normal commercial terms and at
arm’slength.
04
TREATT PLC
Annual Report & Accounts 2025
Chair’s Statement continued
The bid from Natara contributed to significant changes in our
shareholder register, with Döhler becoming a significant shareholder.
Given Döhler’s shareholding, the Board determined that it would
be in the Company’s best interest to enter into a relationship
agreement with Döhler which grants Döhler the right to appoint
one director to the Board. In addition, in line with the Board’s core
duty to act in the interests of all shareholders, this agreement also
ensures that any dealings between Treatt and Döhler must be at
arm’s length and governs other aspects including the protection of
confidentialinformation.
OUR RESILIENT PEOPLE
I feel humbled by the resilience and commitment shown by Treatt’s
people despite the challenging and very public events of the past
year. Our people are what makes Treatt special. They have continued
to develop high-quality products and deliver great service to meet
fast-changing customer demands. On behalf of all our stakeholders, I
extend my sincerest thanks to all of our people for their ongoing efforts.
BOARD AND LEADERSHIP CHANGES
Ryan Govender, stepped down as CFO on 30 September 2025 to
pursue an opportunity outside our industry. On behalf of all involved
with Treatt, I would once again like to thank Ryan for his important
contribution and service to the business since 2022 when he joined
Treatt and wish him well for the future.
David Shannon, stepped down as CEO on 31 December 2025. On
behalf of the Board and Group, I would also like to thank David for his
service to Treatt since joining in 2024 and wish him well for the future.
In September, we appointed Manprit Randhawa as interim CFO, with
the decision to appoint a successor to Ryan on an interim basis driven
by corporate activity and associated uncertainty at the time. Manprit
has experience working with innovation-driven listed companies,
and I am delighted with the strong contribution he has made to our
Leadership Team. As announced in December 2025, Manprit was
appointed to the Board as Interim Group Managing Director and
Interim CFO from 1 January 2026. We look forward to working with
Manprit in the months ahead whilst we proceed with the search
process to appoint a permanent CEO and CFO.
Bronagh Kennedy, our Remuneration Committee Chair confirmed
her intention to step down from the Board on 31 January 2026, as
did Philip O’Connor, Audit Committee Chair and Senior Independent
Director with effect from 28 February 2026. On behalf of all involved
with Treatt, I thank Bronagh and Philip for their contribution and
service to Treatt and wish them both well for the future.
The Board has commenced appropriate search processes to replace
Directors who have recently or are due to step down from the Board
in the near term. As part of this process, it will be ensured that
the composition of the Board has an appropriate balance of skills
and experience to replace the departing Non-executive Directors
experience and skills as appropriate, and to meet the Company’s
ongoing requirements.
In the meantime, I am pleased to welcome Helga Moelschl who will
be joining the Board on 1 February 2026 as a non-Independent Non-
executive Director. Helga was nominated by Döhler pursuant to the
relationship agreement recently entered into between the Company
and Döhler. Helga brings significant commercial experience of our
industry from her time with IFF and Givaudan.
For further information on Board changes please see the Corporate
Governance Statement on page 68.
Vijay Thakrar painting a lion dance mask, an auspicious
symbol of strength and prosperity, at the opening of our
new Commercial and Innovation Centre in Shanghai.
05
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Chair’s Statement continued
DEFINED BENEFIT PENSION SCHEME
As previously reported, we have been working collaboratively with the
pension scheme trustees to secure the scheme’s long-term position.
I am pleased that the trustees recently entered into an insurance
“buy-in” agreement to secure members’ benefits with Just, a leading
pensions insurer. This provides members with enhanced security for
their pensions. No further contributions are being made by Treatt to
the scheme as it is fully funded and benefits are now to be paid from
the Just insurance policy. I would like to thank the scheme trustees for
their positive engagement in this exercise.
DIVIDEND
The Directors propose a final dividend of 3.00p per share (2024:
5.81p), which represents a decrease in the total dividend for the
year of 33.4% to 5.60p (2024: 8.41p). If approved by shareholders
at the Annual General Meeting, the final dividend will be payable
on 13 May 2026 to all shareholders on the register at the close
of business on 7 April 2026. This proposed total dividend reflects
the level of profit and earnings per share for FY25 and maintains
reasonable dividend cover. In accordance with our progressive
dividend policy, we will seek to increase future dividends as profits
recover, whilst being mindful of our longer-term aim to grow dividend
cover back to around three times.
LOOKING AHEAD
Despite a challenging year, Treatt has many strengths to build upon
and to restore its performance, including know-how built over nearly
140 years, a strong brand with a reputation for quality products in
both FMCG and flavour house markets, a strong balance sheet with
minimal debt, and modern facilities with the capacity for growth and
readiness to take advantage of global changing markets, together
with the technical capability, experience and commitment of our
people. There are therefore ample grounds for the Board to be
optimistic about Treatt’s future prospects.
Vijay Thakrar
Chair
19 January 2026
06
TREATT PLC
Annual Report & Accounts 2025
ESTABLISHED GLOBAL
POSITION SERVING THE
FOOD AND BEVERAGE
INDUSTRIES:
• Sourcing and production
expertise in natural extracts
and ingredients, with broad
product range
• Partnership approach on
NPD with FMCGs and flavour
houses, with cross-sell
opportunities
• Diversified blue chip
customer base, with
partnerapproach
OUR INVESTMENT CASE
DIVERSIFYING ACROSS
ADDRESSABLE MARKETS:
• Well positioned in natural,
‘better for you’ product
categories providing
competitive advantage
• Clear strategy in place across
heritage, premium and new
markets. Well established
market position in core and
premium, growth strategy in
place for new
– Heritage: citrus, aroma
chemicals, herbs, spices
& florals
– Premium: fruit & veg,
health & wellness, tea
– New: China, coffee,
TreattZest, with great
opportunities in other
markets such as APAC
INCREASING SPECIALIST,
HIGHER MARGIN, VALUE
ADD SOLUTIONS:
• Long history and global
technical reputation,
continuously being enhanced
through a mix of newcomers
and existing experience
• Leadership in separation and
purification technology of
essential oils
• Deep expertise in citrus,
with positive growth in value
added citrus
• Driving innovation and
technical capabilities, a focus
on NPD and leveraging
customer collaboration
• Strong capability in fruit &
vegetables, tea and health &
wellness premium categories
WELL INVESTED
INFRASTRUCTURE
TO SUPPORT FUTURE
GROWTH:
• World class investment facilities
post completion of major
projects, providing material
capacity and efficiencies
– Transition to one UK
site now complete, with
significant enhanced
capacity and scope for
innovation
– US manufacturing facility
completed in 2020,
doubling capacity and
facilitating growth in the
Americas
– New Commercial and
Innovation Centre in
Shanghai, with exciting
growth opportunities in
China with both local and
global companies
– Direct selling business
model, expanded reach
close to global customers
– Asia distribution agreement
signed providing significant
opportunity
STRONG FINANCIAL
TRACK RECORD:
• While FY25 shows
disappointing results, we
have a long and successful
history and a commitment to
return to growth
• Medium-term margin target
of 15%
• Strong balance sheet and
cash generation
STAKEHOLDER
CONSIDERATION:
• A strong commitment to
embedding sustainability
into the business has driven
significant progress in
delivering ESG priorities,
which in turn support our
customers own commitments
• Very strong, longstanding
customer base
• Alignment of shareholders’
and employees’ interests
from share and annual
bonus schemes – majority
of employees being
shareholders themselves
07
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
1 As explained further in note 31 to the financial statements, revenue, cost of sales and all profit-related metrics for the year ended 30 September 2024
have been restated, and all comparisons are to the restated figures.
A CHALLENGING YEAR
Financial Review
Manprit Randhawa
Interim Chief Financial
Officer & Interim Group
Managing Director
A challenging year which
impacted revenue growth and
profitability, but we remain
focused on achieving our
medium-term goals of sustainable
top-line and bottom-line growth.
OVERVIEW
1
2025 was a challenging year, with weaker US market conditions, driven
by consumer demand and tariff uncertainty, coupled with citrus market
headwinds impacting our headline financial performance. Despite these
challenges, we delivered sales of £132.5m and profit before tax and
exceptional items of £10.3m, within our revised guidance range of
sales of £130.0m – £135.0m and profit of £9.0m – £11.0m.
As outlined in our summer trading update, second-half revenue in
FY25 came in at £68.3m (2024: £78.1m), driven by slower pipeline
conversion, despite the pipeline increasing year-on-year.
Due to the prolonged weak market conditions outlined above, the
Group implemented a deeper cost-focus in the second half of the
year to mitigate the impact of weaker demand whilst ensuring
the Group continues to innovate its product offering. This cost
management has continued post year-end with a focus on driving
operational efficiencies.
The Group delivered pre-exceptional operating profit £10.7m
(2024: £19.3m), profitability was impacted by two main factors,
sustained high citrus prices affecting buying patterns and slower
US consumer demand affecting our premium segment. The impact
of these key headwinds was partially offset by cost action.
08
TREATT PLC
Annual Report & Accounts 2025Annual Report & Accounts 2025
Financial Review continued
Year-end net debt was £5.9m (2024: £0.7m) reflecting the £5.0m
share buy-back programme which completed in May 2025. We
remain focused on becoming sustainability cash generative.
With a strong and growing pipeline and a focus on innovating for
our existing and prospective customers, as well as a softening of the
headwinds we encountered in 2025, we continue to execute on our
strategy in order to return to sustainable revenue and profit growth.
INCOME STATEMENT
REVENUE
Revenue for the year declined by 11.8% to £132.5m (2024:
£150.2m).
Categories % share of sales 2025
2024
(restated)
Citrus 55% 55%
Herbs, spices & florals 6% 5%
Synthetic aroma 15% 15%
Tea 6% 7%
Health & wellness 9% 8%
Fruit & vegetables 8% 9%
Coffee 1% 1%
Revenue in our heritage segment, which includes citrus (excluding
China and Treattzest), herbs, spices & florals and synthetic aroma
declined by 10.6% with revenue of £90.8m (2024: £101.6m).
Citrus represents 55% of total revenue, and continues to be a
core focus for Treatt. Citrus revenues declined by 11.2% (£8.1m),
year-on-year, driven by reduced volumes as sustained high citrus
prices led to changes in buying patterns, as well as a reduction
year-on-year in one strategic account, with lower volumes demanded
versus the prior year due to competitive pressures, this still remains
a strategic account. Synthetic aroma declined by 10.7% year-on-year
driven by lower market prices, overall volumes were flat.
Premium, which includes tea, health & wellness and fruit &
vegetables, declined by 13.3% from the prior year with revenue of
£30.0m (2024: £34.6m). An exciting win in sugar reduction, which
remains an attractive area for Treatt, meant health & wellness revenue
grew, however this was more than offset with declines in fruit &
vegetables and tea, as US consumer demand softened due to political
uncertainty. Innovation, including through collaboration with our
customers, remains a key focus to support conversion of our pipeline
of opportunities in this segment.
New markets, which include China, Treattzest citrus, and coffee
declined by 16.9% with revenue of £11.7m (2024: £14.1m). China
sales were also impacted by sustained high prices in citrus and
declined by 16.8% led by the change in buying patterns as well as
competitive pressures.
Coffee, which is still a nascent category for Treatt, declined with
lower volumes in ready-to-drink cold brew coffee in North America.
We remain confident in our coffee products and have a healthy and
growing pipeline.
Geographical % share of sales 2025
2024
(restated)
UK 5% 5%
Germany 5% 3%
Ireland 7% 11%
Rest of Europe 12% 10%
USA 40% 38%
Rest of the Americas 6% 10%
China 7% 8%
Rest of the world 18% 15%
Revenue in the Group’s largest market, the USA, declined by 7.8%
to £53.0m (2024: £57.4m) representing 40.0% of the Group
total (2024: 38.2%). This reflects the decline and slowdown in end
consumer demand, as well as lower coffee volumes.
In the UK, revenues decreased to £7.0m (2024: £8.1m). Sales to
Europe, which represented 23.9% of Group revenue (2024: 23.7%),
reported total sales of £31.7m (2024: £35.5m), with many of the
citrus-affected customers being in this area.
China was also affected by buying patterns in citrus in H2 as
sustained high prices continued, with reported revenue to the country
decreasing by 16.8% to £9.6m (2024: £11.5m). We continue
to be optimistic about the commercial opportunities in this market
with a large proportion of growth coming from new business wins,
particularly in local FMCG beverage customers in China.
Sales to the rest of the world (excluding China) grew by 3.0%,
to £23.9m (2024: £23.2m), reflecting growth in Asia (excluding
China) which is increasingly important as we continue to expand our
globalreach.
PROFIT
Gross profit margin was 25.9% declining by 340 basis points
(2024: 29.3%). The movement was mainly led by a margin squeeze
due to sustained high citrus prices.
Administrative expenses (excluding exceptional items) reduced by
4.1% in the year to £23.6m (2024: £24.6m) despite inflationary
pressures, with strong cost discipline and other self-help measures
embedded. We have undergone a regional restructure in the year,
with total headcount as at the end of the year reducing from 379
to 353.
Operating profit (excluding exceptional items) decreased by 44.8%
to £10.7m (2024: £19.3m) and statutory operating profit decreased
to £7.4m (2024: £18.7m).
Adjusted net operating margin, which is defined as operating profit
before exceptional items, divided by revenue, decreased in the year
to 8.1% (2024: 12.9%), impacted significantly by the reduction in
sales and gross margin, despite the cost-saving self-help measures.
Statutory net operating margin significantly decreased in the year
to 5.6% (2024: 12.4%). Our medium-term target for adjusted net
operating margin remains at 15%.
09
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Financial Review continued
Adjusted return on average capital employed (ROACE) decreased
by 580 basis points to 7.5% (2024: 13.3%) due to the decrease
in operating profits during the year, however we did maintain good
working capital disciplines. Statutory return on average capital
employed decreased to 4.9% (2024: 12.3%) over the year. As well
as growth in adjusted basic earnings per share, ROACE is included as
a performance metric for LTIPs.
Exceptional items (see note 8 to the financial statements) increased
in the year to £3.3m (2024: £0.6m). These were primarily made up
of transaction fees in relation to the proposed acquisition of Treatt by
Natara Global Limited, and also included restructuring and other costs.
Adjusted earnings before interest, tax, depreciation and amortisation
(adjusted EBITDA) for the year decreased by 33.7% to £16.2m
(2024: £24.4m), whereas statutory EBITDA reported a 45.9%
decrease to £12.9m (2024: £23.8m). Profit before tax and
exceptional items from continuing operations declined by 44.4% to
£10.3m (2024: £18.5m). Reported profit after tax for the year of
£5.1m represents a decrease of 63.5% on the prior year.
FOREIGN EXCHANGE GAINS AND LOSSES
The Group’s functional currency is the British Pound (Sterling) but
the majority of the Group’s business is transacted in other currencies
which creates a foreign exchange exposure, particularly in the US
Dollar and, to a lesser extent, the Euro.
During the year Sterling devalued sharply against the US Dollar in Q1
before strengthening again over the remainder of the year, ending the
year at £1 = $1.34 (2024: $1.34); the average Sterling/US Dollar
exchange rate for the year was 3.1% weaker compared with the prior
year at £1 = $1.31 (2024: $1.27).
The overall impact in 2025 of the transactional foreign exchange
gains and losses in the UK operations was a total gain of £0.5m
(2024: £0.1m gain). This comprised £0.5m (2024: £0.7m gain) of
transactional FX gains, mitigated by the recognition of £nil (2024:
£0.8m gain) on FX contracts. The overall foreign exchange gain in the
year is as a result of carefully timed transacting of foreign exchange
contracts which allowed us to match movements in transactional FX
in most months, but exit the contracts at some favourable positions,
yielding a small overall gain. This successful mitigation of the risk
is the result of continued implementation of the principles of the
Group’s FX risk management policy (see note 29).
FINANCE COSTS
The Group’s finance costs were £0.6m (2024: £1.0m). Interest rates
slightly eased in the year helping to offset the increase in net debt in
the year. The decrease in overall finance costs was due to maintaining
a lower average net debt than in the prior year.
Included in net finance costs are fixed facility fees for maintaining
facilities for future use. Group interest cover for the year before
exceptional items increased to 30.1 times (2024: 24.9 times);
this is well above the covenant of 1.5 times.
GROUP TAX CHARGE
After providing for deferred tax, the Group tax charge decreased
by £2.2m to £1.9m (2024: £4.1m); an effective tax rate (after
exceptional items) of 27.7% (2024: 22.7%), driven by non-
allowability of some of the acquisition expenses in exceptionals.
EARNINGS PER SHARE
Basic earnings per share decreased by 63.1% to 8.38p (2024:
22.71p). Adjusted basic earnings per share for the year decreased by
43.2% to 13.40p (2024: 23.58p). The calculation of earnings per
share excludes those shares which are held by the Treatt Employee
Benefit Trust (EBT), which are not beneficially owned by employees
since they do not rank for dividend and are based upon profit
aftertax.
DIVIDENDS
The proposed final dividend decreased by 48.4% to 3.00p per share
(2024: 5.81p). The total dividend per share therefore decreased
by 33.4% to 5.60p (2024: 8.41p), representing dividend cover
of 1.5 times earnings for the year. The Board considers this to
be appropriate at this stage, balancing a challenging year and
shareholder expectations, whilst still working towards our historical
level of dividend cover of three times earnings (before exceptional
items this dividend would provide cover of approximately 2.4 times).
BALANCE SHEET
Shareholders’ funds declined in the year to £134.7m (2024:
£141.1m), with net assets per share declining to £2.20 (2024:
£2.32). The Board has chosen not to avail itself of the option
under IFRS to revalue land and buildings annually and, therefore,
all the Group’s land and buildings are held at historical cost, net of
depreciation, on the balance sheet.
Inventory held at the year-end was £62.5m (2024: £54.9m), an
increase of £7.6m. This increase was predominantly driven by the
increase in citrus prices, as well as reduced sales volumes. One factor
in the success of the business is our management of risks, such as
geographic, political and climatic, to ensure continuity of supply for
our customers. Consequently, the overall level of inventory held by the
Group is highly significant in cash terms.
10
TREATT PLC
Annual Report & Accounts 2025
Financial Review continued
NET DEBT AND CASH FLOW
At the year-end date the Group’s net debt position was £5.9m
(2024: £0.7m) including leases of £0.9m (2024: £0.4m), with
available unused facilities of £38.9m (2024: £43.3m). The
increase in net debt was driven largely by considerably weaker
trading performance in the second half of the year compared with
expectations, which was disappointing after we achieved a net cash
position at the end of H1. We also completed a share buyback in
the second half of the year of £5.0m. Full year cash generated from
operating activities fell to £11.3m (2024: £21.1m), driven by the fall
in profitability. The Group’s investing and financing activities included
capital expenditure of £5.0m (2024: £5.7m), share buyback of
£5.0m and dividend of £5.1m (2024: £4.9m). The net cash outflow
for the year was £4.4m (2024: £9.6m inflow) when excluding the
net drawdown (2024: net repayment) of bank facilities and payments
against lease liabilities.
The Group remains focused on cash generation and maintaining
disciplines in this area, with the goal to reach a sustainable net cash
position whilst meeting our investment needs and mitigating against
higher interest costs.
The Group retains a mix of secured and unsecured borrowing
facilities, which now total £43.9m (2024: £43.7m) across the UK
and the US. In the UK, the Group has a £25.0m asset-based lending
facility with HSBC with an optional accordion (pre-approved facility)
of £10.0m. This facility has been extended for a year and is now
due to renew in June 2027. This facility lends against the value
and quality of inventory and receivables within the UK business
and strengthens the ability of the Group to borrow in the UK.
Theoption to exercise the optional accordion of £10.0m expires
on13December 2026.
The US business has a $25.0m revolving credit facility with Bank of
America. We have obtained credit approval for, and expect to shortly
conclude on, a one-year extension of this facility to July 2027. The
facility has an optional accordion of $10.0m, exercisable at any time.
The Group continues to enjoy positive relationships with its banks and
expects all facilities to be renewed or refinanced successfully when
they fall due.
Working capital remains well maintained, with a net inflow of £0.6m
(2024: £1.2m). The Group remains focused on working capital
efficiency, but there is some work to be done particularly around
reversing the increase in inventories.
CAPITAL INVESTMENT PROGRAMME
Group capital expenditure was £5.2m (2024: £5.7m), of which
£2.1m was invested at the Group’s US site, £2.9m was invested
in the UK and the remainder relating to our new China Commercial
and Innovation Centre. Capital expenditure has been largely on
efficiency upgrades, process improvement, and improvements
to existing equipment. In the UK, £1.5m was spent on new
manufacturingcapabilities.
The investment in the new Shanghai Commercial and Innovation
Centre is designed to accelerate innovation and customer
collaboration in China. Capital spend to date is £0.3m, comprising
mainly fixtures and fittings and equipment, with a further £0.7m
additions classified as leases. The estimated remaining capital spend
is £0.3m, and relates to further equipment and is expected to be
completed by March 2026.
TREATT EMPLOYEE BENEFIT TRUST AND TREATT SIP TRUST
The Group has an HMRC-approved Share Incentive Plan (SIP) for
its UK employees, and as far as practicable, also offers a similar
scheme to its US employees. All UK employees with a year’s service
were awarded £700 (2023: £700) of “Free Shares” in December
2024 as part of the Group’s employee incentive and engagement
programme. The Board is firmly of the view that increased employee
share ownership is an important tool for driving positive employee
engagement in the business.
A similar scheme exists for US employees who were awarded $1,000
(2023: $1,000) of Restricted Stock Units in December 2024. These
shares are forfeited by employees who leave within three years from
the date of grant.
Under the SIP, UK employees are offered the opportunity each year
to purchase up to £1,800 (or 10.0% of salary, whichever is lower)
of Treatt shares out of gross income, which the Group continues to
match on a one and a half for one basis. In December 2024 a total
of 25,000 (2024: 32,000) matching shares were granted.
At year-end the SIP held 340,000 shares (2024: 361,000) and is
administered by MUFG Corporate Markets Trustees. All shares are
allocated to participants under the SIP. It is anticipated that going
forward the obligations under the SIP will be satisfied by using
treasury shares.
In addition, the Group continued its annual programme of offering
share option saving schemes to employees in the UK and US. Under
US tax legislation, employees at Treatt USA are able to exercise options
annually, whilst the UK schemes provide for three-year savingplans.
Under the Long-Term Incentive Plan, which was approved by
shareholders at the 2025 Annual General Meeting, Executive
Directors and certain key employees were granted 329,000 (2024:
263,000) nil cost share options during the year which will vest after
three years on a sliding scale, subject to performance conditions. In
total, options were granted over 530,000 (2024: 432,000) shares
during the year, whilst 74,000 (2024: 37,000) were exercised from
options awarded in prior years which have now vested.
At year-end the EBT held 19,000 shares (2024: 97,000) in order
to satisfy future option schemes. It is anticipated in the short-term
that all-employee savings-related share schemes will be satisfied by
treasury being issued to the EBT.
FINAL SALARY PENSION SCHEME
The R.C. Treatt final salary pension scheme (the “scheme”) has not
been subject to any further accruals since 31 December 2012 and
instead members of the scheme were offered membership of the UK
defined contribution pension plan with effect from 1 January 2013.
The most recent triennial actuarial valuation of the scheme was
carried out as at 1 January 2024, the result of which was that the
scheme had an actuarial surplus of £2.4m (January 2021: £4.9m
deficit) and a funding level of 112.0%.
Given the reported funding surplus, work commenced during the year
seeking to achieve a full-scheme buy-in by getting benefits secured with
an insurer. The buy-in process involves buying an insurance contract out
of plan assets which matches the scheme liabilities, therefore derisking
the scheme and securing member benefits. The trustees signed an
agreement with Just Group Plc to effect this buy-in on 5 December
2025. Fees associated with the buy-in at 30 September 2025 are
£0.2m and are recognised within exceptional items.
11
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Financial Review and interim group MD review
Under IAS 19, “Employee Benefits” a valuation of the scheme is
conducted at the year-end date based on updating the valuation
calculations from the most recent actuarial valuation.
In accordance with this valuation, there is a pension surplus
recognised on the balance sheet of £4.1m (2024: £5.6m), and
based on legal advice previously taken, the recognition of the surplus
on the balance sheet remains appropriate. The decrease in the
pension surplus is driven by lower than expected investment returns
on assets net of interest of £2.7m, partially offset by a £1.1m gain
due to changes in actuarial assumptions.
INTERIM GROUP MANAGING DIRECTOR REVIEW
In my new capacity as Interim Group Managing Director, I am pleased
to be delivering the Group strategy as detailed below:
BUILDING CAPABILITIES TO WIN
Our strategy is to be the partner of choice in high-growth, high-
value beverage categories where flavour, functionality, and quality
intersect. Achieving this requires both the right capabilities and the
right people. This year we have strengthened our regional and central
Leadership Teams with leaders who bring deep industry experience
and proven track records in driving growth. We are also developing
the considerable talent already within Treatt, ensuring our people have
the skills, tools, and opportunities to deliver on our ambitions.
In addition, we are investing in the commercial growth engine of
the business, with planned commitments in sales, marketing, and
innovation. These investments are designed to accelerate our
presence in the rapidly growing mid-tier of the beverage market
and other key adjacencies, where a wave of challenger brands
aredisrupting the landscape in exciting new ways.
This segment represents a powerful growth opportunities, and our
enhanced commercial capability will ensure we can compete and win.
This investment in people and capability underpins the breadth and
quality of our product portfolio. From citrus, where our heritage,
technical expertise, and quality leadership remain unmatched, to
botanicals, herbs, spices, florals, tea, and functional extracts, our
offer is aligned with the trends reshaping global beverages. To
achieve these investments we are reallocating resources and self
funding where appropriate. Our ability to innovate quickly, localise
formulations, and deliver premium natural extracts at scale gives us a
distinctive competitive edge.
A PARTNER IN INNOVATION
The strength of our customer relationships is a key differentiator.
We are seen not only as a supplier, but as a trusted collaborator
who understands their ambitions and works alongside them to bring
products to life. Through early-stage engagement, rapid prototyping,
and shared commitment to excellence, we are shortening time to
market and helping our customers launch with confidence.
Sustainability is central to how we operate and grow. We have
embedded responsible sourcing, carbon footprint transparency,
and waste reduction into our processes, working closely with
suppliers to ensure traceability and ethical practices. We are actively
engaging with our key customers and suppliers to advance net zero
conversations, encouraging our supplier base to decarbonise and
collaborating to identify solutions that support mutual sustainability
goals. Our goal is to create ingredients that deliver exceptional flavour
and functionality while minimising environmental impact, enabling
our customers to meet their own sustainability commitments without
compromise on taste or quality.
EXECUTING FOR GROWTH
We are executing on strategic projects that expand our reach, deepen
our role as a partner in innovation, and unlock new markets and
categories. This includes digitising our product platform, expanding
regional infrastructure in APAC, and accelerating growth in premium
natural extracts and functional beverage solutions. Sustainability and
operational excellence are embedded in these initiatives, ensuring
they deliver not only commercial performance but also long-term
environmental benefits.
We are also simplifying our business to focus on what we do best
and digitising in ways that will directly benefit our customers, from
making it easier to access our products and expertise, to streamlining
processes for greater responsiveness. We are exploring the potential
of AI across several areas of the business. We are already using AI
to accelerate new product development ideation with our customers,
enabling faster and more targeted innovation. In operations, AI
is helping us drive efficiencies, optimise processes, and identify
opportunities to deliver even better value and service.
By bringing together market insight, technical expertise, strong
leadership, and deep customer intimacy, we are building a platform
that will not only withstand short-term volatility but also positions us
to capture the significant opportunities ahead.
SUMMARY
This has been a challenging year which impacted revenue growth
and profitability, but we remain focused on achieving our medium-
term goals of sustainable top-line and bottom-line growth. We will
retain a sharp focus on both cost and cash generation, but without
compromising on investing in innovation to broaden our product
portfolio across our pillars to meet the demands of our customers.
Manprit Randhawa
Interim Group Managing Director
& Interim Chief Financial Officer
19 January 2026
12
TREATT PLC
Annual Report & Accounts 2025
Group Five-Year Trading Record
2021
£’000
2022
£’000
2023 (restated)*
£’000
2024 (restated)*
£’000
2025
£’000
Income statement
Revenue 124,326 140,185 146,289 150,203 132,474
Adjusted EBITDA
1,2
23,144 18,464 22,588 24,391 16,174
EBITDA
1
21,842 19,387 18,788 23,761 12,865
Adjusted operating profit
2
21,346 15,773 17,911 19,325 10,666
Profit before taxation and exceptional items 20,919 15,256 16,935 18,549 10,312
Growth in profit before taxation and exceptional items 41.3% (27.1%) 11. 0 % 9.5% (44.4%)
Exceptional items (1,302) 923 (3,800) (630) (3,309)
Profit before taxation 19,617 16 ,179 13,135 17, 919 7,003
Taxation (4,469) (2,864) (2,602) (4,062) (1,939)
Profit for the year attributable to owners of the Parent Company 15,148 13,315 10,533 13,857 5,064
Balance sheet
Intangible assets 2,424 3,206 2,752 2,534 2,231
Property, plant and equipment 61,039 74,281 71,526 69,808 69,989
Right-of-use assets 1,556 375 538 379 884
Net deferred tax liability (1,383) (5,369) (4,851) (5,048) (4,164)
Current assets 83,606 108,537 96,072 90,598 91,430
Current liabilities (30,556) (46,329) (32,551) (22,570) (28,970)
Non-current borrowings (2,624) (2,342) – – –
Post-employment benefits (6,806) 1,782 3,723 5,578 4,060
Non-current lease liabilities (957) (291) (373) (219) (721)
Total equity 106,299 133,850 136,836 141,060 134,739
13
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Group Five-Year Trading Record continued
* Revenue and cost of sales, and therefore the profit attributable to owners of the Parent Company, has been restated for the year ended 30 September 2024. Comparative balance sheets presented as at 30 September 2023 and 30 September 2024 have
also been restated.
1 EBITDA is calculated as profit before interest, tax, depreciation and amortisation from continuing operations. See note 33 in the financial statements.
2 All adjusted measures exclude exceptional items. See note 8 in the financial statements.
3 Operating profit before exceptional items divided by revenue from continuing operations.
4 Profit before interest, taxation and exceptional items divided by the average of opening, interim and closing net debt. See note 33 in the financial statements.
5 Net debt at the year-end date divided by EBITDA
1
. See note 33 in the financial statements.
6 The dividend per share shown relates to the interim dividend declared and final dividend proposed for the corresponding financial year.
7 Dividend cover is defined as profit for the year, less exceptional items and their related tax effect, divided by the total of interim dividend paid and final dividend proposed.
2021
£’000
2022
£’000
2023 (restated)*
£’000
2024 (restated)*
£’000
2025
£’000
Cash fiow
Cash generated from/(used in) operations 13,892 (1,830) 23,579 24,795 14,535
Taxation (paid)/received (4,874) 443 (2,174) (3,727) (3,238)
Net interest paid (270) (382) (1,087) (987) (629)
Dividends paid (3,704) (4,834) (4,802) (4,924) (5,147)
Additions to non-current assets net of proceeds (14,373) (7,177) (4,071) (5,632) (4,973)
Net sale of own shares by share trust 630 621 624 116 106
Proceeds on issue of shares 3 9 5 2 1
(Increase)/reduction of lease liabilities (394) 657 (153) 158 (535)
Share repurchase – – – – (5,000)
Other cash flows (451) (812) 116 (158) (280)
Movement in (debt)/cash (9,541) (13,305) 12,037 9,643 (5,160)
Total net debt (9,114) (22,419) (10,382) (739) (5,899)
Ratios
Adjusted net operating margin
2,3
17.2% 11. 3% 12.2% 12.9% 8.1%
Adjusted return on average capital employed
2,4
20.9% 11.6% 11. 9 % 13.3% 7. 5%
Net debt to adjusted EBITDA
1,2,5
0.39 1.21 0.46 0.03 0.36
Net debt to EBITDA
1,5
0.42 1.16 0.55 0.03 0.46
Adjusted basic earnings per share
2
27.05p 19.80p 22.27p 23.58p 13.40p
Basic earnings per share 25.29p 22.04p 17.33p 22.71p 8.38p
Growth in adjusted basic earnings per share
2
37.2% (26.8%) 12.5% 5.9% (43.2%)
Dividend per share
6
7.50p 7.85 p 8.01p 8.41p 5.60p
Dividend cover (adjusted to exclude exceptionals)
7
3.6 2.51 2.76 2.79 2.44
Net assets per share 176.0 p 219.9p 222.8p 230.5p 219.9p
14
TREATT PLC
Annual Report & Accounts 2025
TURNING GLOBAL COMPLEXITY
INTO GROWTH OPPORTUNITIES.
The 2025 landscape was complex and fast-evolving. Inflationary
pressures and macroeconomic uncertainty have tempered consumer
spending in some mature markets, particularly the US. But across
the global beverage sector, premiumisation, health and wellness, and
experience-forward products that taste great continue to drive strong
underlying momentum.
Treatt is built to move at pace in this environment. We are not simply
reacting to change – we are helping lead it. With a global footprint,
solutions-first portfolio, and sharp customer insight, we are turning
disruption into long-term opportunity.
1. HEALTH AND WELLNESS BECOMES THE BASELINE
Consumers now expect their beverages to support energy, focus,
immunity, and balance. Brands are racing to meet this demand with
functional ingredients, clean labels, and formulations that don’t
compromise on that all-important taste.
KEY DATA:
• Functional drinks are growing fast as consumers seek
tangible benets. In the UK, more than two in three try to eat
healthily all or most of the time. (Mintel, Attitudes towards healthy
eating UK 2025).
• Digestive health is a key concern. 34% of US consumers
actively seek digestive health claims in food or drink products
(Mintel, Food and Drink Nutrition Claims Databook).
• High-quality ingredients shape purchasing decisions
across markets. 53% believe that quality ingredients are a key
component of what makes a food or drink better for you (Mintel).
Treatt’s advantage: We deliver sugar reduction technologies, high-
potency natural extracts, and rapid prototyping support. Our teams
work side-by-side with customer R&D to deliver impact, speed, and
confidence in every formulation.
Understanding what’s inuencing
buyer behaviour in our markets.
GLOBAL
CONSUMER
DRIVERS
Market Overview
As consumer expectations evolve, we see
clear opportunities to lead with flavour that
delivers more – from supporting wellness
and sustainability goals to creating sensory
moments that resonate globally. Our ability
to anticipate these shifts and translate them
into breakthrough solutions puts Treatt in
a powerful position to drive growth for our
customers and our business.
Emma Bowles
Director of Category and Marketing
15
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Market Overview continued
2. SUSTAINABILITY SHIFTS FROM MESSAGING
TO MANDATE
Consumers are demanding more than claims – they want evidence.
Transparency, traceability, and climate accountability are increasingly
shaping purchase decisions.
KEY DATA:
• Sustainability matters – but it must be credible. 32% of
consumers claim that sustainability/environmental claims are more
important than price (Mintel, Food Packaging Trends US 2025).
The implication: brands that lead with authentic sustainability
can gain competitive advantage, especially when supported by
transparent sourcing and measurable impact.
• Consumers are seeking clarity in a noisy marketplace.
53% of US 18-34-year-olds feel overwhelmed by too much
information, putting them at higher risk of confusion and health
anxiety (Mintel, Help consumers cut through the noise of
misinformation). This presents a clear opportunity for brands
to build trust through simple, honest communication backed by
recognisable, high-quality ingredients.
Treatt’s advantage: We are embedding sustainability at every level
of the business, from raw material sourcing to production innovation.
Our 29-country sourcing network and decarbonisation roadmap give
customers confidence they can meet their own ESG goals, powered
by Treatt ingredients.
3. EXPERIENCE, CONVENIENCE, AND LOCALISATION
ARE NONffNEGOTIABLE
Flavour is a core driver of brand loyalty and trial. From Gen Z to active
ageing populations, consumers want drinks that surprise and satisfy –
anytime, anywhere.
KEY DATA:
• Flavour remains the single most important driver of choice
in non-alcoholic beverages across all consumer segments.
In the US, 59% of consumers say a drink must “taste great”,
placing flavour ahead of price, health benefits, or functional
claims, regardless of economic background (Mintel, Non-Alcoholic
Beverages Occasions US 2025).
• Taste is non-negotiable, even in health-led innovation.
Products positioned around physical or mental benefits must
deliver on flavour to succeed (Mintel).
• For budget-conscious consumers, taste is still king. 72% of
consumers rank taste as the most important factor when choosing
a food or drink purchase (Mintel, Private Label Food & Drink
Trends US 2024).
• Convenience-led formats are gaining ground. Categories
like carbonated soft drinks, energy drinks, sports drinks, and
RTD coffee are driving new product launches, a clear sign that
consumers want non-alcoholic options that combine taste,
functionality, and convenience (Mintel, Non-Alcoholic Beverages
Occasions US 2025; US category launches 2020–24).
Treatt’s advantage: Our exceptional products and transformative
technologies help customers win where it matters most – on taste.
With our Commercial and Innovation Centre in Shanghai, we’re
accelerating region-specific formulation and launching new
products tailored to local preferences. This enables our
customers to create bold, differentiated flavours that resonate
in fast-moving, competitive markets.
4. INNOVATION WINS IN UNCERTAIN TIMES
While some markets are cautious, the strongest brands are doubling
down on innovation, speed-to-market, and customer relevance.
KEY DATA:
• Format and occasion expansion. Non-alcoholic beverage
launches in convenience-led categories such as RTD coffee,
carbonated soft drinks, and energy drinks have seen consistent
growth between 2020 and 2024 (Mintel, US: Non-Alcoholic
Beverage Launch Tracker). This reflects rising demand for drinks
that cater to specific moments, from on-the-go functionality to
mood-based experiences.
Treatt’s advantage: Our flavour ingredient systems are cost-efficient,
high-performance, and backed by deeply embedded technical
partnerships. As customers seek flexibility and differentiation, we are
becoming a vital part of their growth toolkit.
16
TREATT PLC
Annual Report & Accounts 2025
ENGINEERED FOR AGILITY.
FOCUSED ON IMPACT
Our Business Model
We combine global reach with technical depth and customer
responsiveness. Our model enables scalable, sustainable
value creation across geographies and categories.
KEY INPUTS:
• 29-country traceable sourcing network
• 85% natural product range
• Advanced facilities in the UK, US, and China
• A combined 536 years of technical expertise
worldwide
• BRC AA certified for Food Safety
• A global team of experts in science, regulation,
operations, and innovation
CORE CAPABILITIES:
• Strategic sourcing and extraction
• Trend-driven innovation and R&D
• High-efficiency manufacturing
• Global regulatory and logistics
infrastructure
VALUE CREATED:
536
years of technical
expertise across our sites
in the UK, US, andChina
For Customers: Differentiation through
flavour, speed, and compliance
For Employees: Career growth through
innovation and international collaboration
For Shareholders: Commitment to long-
term value creation and scalable upside
For Communities: Environmental
stewardship and inclusive local impact
For Suppliers: Long-term commercial
partnerships with global exposure
17
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
18
TREATT PLC
Annual Report & Accounts 2025
And we are structuring
Treatt to scale with
conffidence, agility
and purpose.
WE ARE HUNGRY
TO GROW
VISION 2027 IN
MOTION: AMBITIOUS
GROWTH, DRIVEN BY
TRANSFORMATION
Treatt’s strategy is bold,
energised and is accelerating.
Our three foundational pillars – Building Our Heritage,
Accelerating Premium Growth, and Growing in New Markets
– continue to shape our roadmap. In the past twelve months,
we’ve activated a new phase of execution:
• Expanding our reach into new geographies and customer segments
• Broadening our offering into high-value, high-impact categories
• Building a differentiated, digital-first, service-led experience
These moves are supported by multiple strategic projects already in
flight – from platform digitisation and portfolio innovation to regional
infrastructure expansion and sustainability integration.
Strategy Update
19
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
BUILDING
OUR HERITAGE
Citrus, herbs, spices, florals and
aroma ingredients
WHAT WE SAID WE’D DO:
• Broaden our supply network across the world with
emerging growers
• Grow our citrus volume by increasing share of wallet with
existing customers and winning new accounts
• Explore new innovations, partnering with strategic
customers on technology
WHAT WE DELIVERED:
• Launched new price-stable citrus products into the market
in response to challenging conditions
• Developed a range of powdered citrus extracts set to
launch in Q1 FY26
• Invested in talent to enhance the capabilities of our world-
class citrus team
WHAT’S NEXT:
• Further diversify sourcing and deepen transparency
• Drive greater value from heritage categories with more
tailored, customer-specific solutions
• Continue innovating with long-term partners to stabilise
supply and add formulation benefits
ACCELERATING
PREMIUM GROWTH
Health & wellness, tea,
fruit & vegetable extracts
WHAT WE SAID WE’D DO:
• Refine marketing to better align with how our customers
buy
• Accelerate the launch of new initiatives beyond product
and process
• Explore technologies to reduce waste volume and
maximise value from our raw materials
WHAT WE DELIVERED:
• Refreshed Treatt’s brand and relaunched website to align
with customer needs
• Introduced a digital product portfolio allowing product
browsing, sample and quote requests
• Launched new clean-label flavour tools and sugar-
reduction technologies
• Installed water and euent metering at our US site to
benchmark environmental impact
• Achieved total repurposing of all premium waste streams
WHAT’S NEXT:
• Expand the digital experience and self-service tools
• Increase the pace of premium product development
• Further optimise resource usage and embed sustainability
metrics across innovation pipelines
GROWING
IN NEW MARKETS
Territorial expansion and
category adjacencies
WHAT WE SAID WE’D DO:
• Execute the move to our new Commercial and Innovation
Centre and launch in China with key customers
• Expand our footprint through customer-driven coffee
innovation
• Explore new markets, adjacencies and territories such as
APAC and LATAM
WHAT WE DELIVERED:
• Opened Treatt’s new Commercial and Innovation Centre in
Shanghai
• Hosted launch engagements and co-development
sessions with key customers in China
• Expanded coffee pipeline with key global beverage brands
• Prioritised higher-growth opportunities in APAC, launching
a new distribution partnership with IMCD in the territory to
accelerate growth
WHAT’S NEXT:
• Scale APAC expansion through enhanced customer access
and regional support
• Broaden category presence in functional and premium
extracts
• Localise offerings and fast-track go-to-market with APAC
customers
Strategy Progress Overview
20
TREATT PLC
Annual Report & Accounts 2025
Key Performance Indicators
Financial KPIs
The Group has ffinancial KPIs which it monitors on a regular basis at Board level and, where relevant, at business leadership meetings.
The key performance indicators shown here cover a period of five years which is reflective of the Board’s long-term thinking.
Adjusted return on average
capital employed
1,2
7.5%
(Decline)/growth in adjusted proffit
before taxation
1
(44.4%)
(Decline)/growth in
adjusted basic EPS
1
(43.2%)
Net debt to adjusted
EBITDA
1,2
0.36x
Why
Adjusted return on average capital employed
enables stakeholders to see the profitability of the
business as a function of how much capital has
been invested in the business.
Why
Adjusted profit before tax and exceptional items
shows the underlying performance of the business
for the year. We have a clear policy on exceptional
items to ensure that only items (both positive
and negative) which would otherwise distort the
reported performance are excluded.
Why
Earnings per share is widely considered one of the
most important metrics used by investors in order
to place a value on a company and therefore in turn
impacts upon the share price. It lets shareholders
know how much profit was made for each share
they own.
Adjusted return on average capital employed is an
important measure used to assess the protability
of the Group relative to the capital being utilised.
Adjusted prot before taxation is considered the
most appropriate measure of the underlying
performance of the Group.
Adjusted earnings per share is considered the
most appropriate measure of performance which
is aligned with shareholder value.
Net debt to adjusted EBITDA is used to ensure
that the level of debt is appropriate relative to
the prots generated by the business.
Why
It is important to ensure that the level of
borrowings can be supported by the cash flow in
the business. EBITDA is widely recognised as a
good indicator of the cash generative performance
in the year.
Calculation
We divide operating profit before exceptional items
(as shown in the Group income statement) by the
average capital employed in the business, which
we calculate as total equity (as shown in the Group
balance sheet) plus net debt (as shown in the
Group reconciliation of net cash flow to movement
in net debt), averaged over the opening, interim
and closing amounts.
Calculation
As shown in the Group income statement.
Calculation
As shown in the Group income statement.
Calculation
We divide the closing net debt at the year-end date
by adjusted EBITDA. Adjusted EBITDA is calculated
as operating profit before exceptional items (as
shown in the Group income statement) plus
depreciation and amortisation as shown in note 5
to the financial statements.
2025 2025 2025
2024
2024
2024
2022 2022
2022
2023 20232023
2021 20212021
0.36x (44.4%) (43.2%)
9.5%
5.9%
0.03x
1.21x (27.1%)
(26.8%)
11. 0 % 12.5%0.46x
41.3% 37.2%0.39x
1 All KPIs are calculated excluding exceptional items (see note 8 to the financial statements). As explained further in note
31 to the financial statements, revenue, cost of sales and all profit-related metrics for the year ended 30 September
2024 have been restated.
2 Return on average capital employed and net debt to adjusted EBITDA are considered to be alternative performance
measures, details on these and the equivalent statutory measures are provided in note 33 of the financial statements.
2025
2024
2022
2023
2021
7.5%
13 . 3 %
11.6 %
12 . 2 %
20.9%
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Key Performance Indicators continued
Non-ffinancial KPIs
During the year we have continued to assess our non-ffinancial KPIs.
While financial performance remains a critical measure of success, non-financial key performance indicators (KPIs) provide a broader view of our organisation’s overall health, strategic progress, and long-term
sustainability. These metrics, refreshed last year, reflect our commitment to operational excellence, employee satisfaction and wellbeing, environmental stewardship, and sustainable nature of our sourcing. By monitoring
and reporting on these indicators, we ensure accountability and transparency in areas that are essential to our stakeholders and aligned with our values and business objectives.
Reportable accidents
Renewable
electricity usage**
Voluntary employee turnover
Water intensity ratio
(litres per kg shipped)
Average sick days per employee
Suppliers that are Sedex
members and SMETA audited
(in last three years)
Total training hours
% citrus volume from priority
suppliers that have a GHG
emissions reduction target
Workforce diversity
Why
The safety of our people
is our number one priority.
Why
This allows our stakeholders to
clearly see how we are acting
to mitigate climate change – read
more about our SBTi validated
carbon reduction target on
pages 35 and 36.
Why
This is a useful indication of
employee satisfaction in the
business, and a reflection
of our culture.
Why
This allows us to track efficiency
improvements in our operations as
well as help manage water usage
for environmental reasons.
Why
This allows us to track how often
and for how long employees have
been absent due to sickness,
which helps us to manage resource
and, importantly, put wellbeing
interventions in place earlier.
Why
It shows our investment in
our people, with learning and
development opportunities that
focus on ensuring quality and
compliance and also enabling
people to flourish through
professional development that
continues to enhance our business.
Why
Ensuring we have a diverse
workforce is crucial. Whilst it is our
aspiration to develop reporting to
support our ED and I activities, the
legislative requirement to enforce
data gathering makes this more
of a challenge.
2025
2025
2025
2025
2025
2025
2025
2025
2025
2024
2024
2024
2024
2024
2024
2024
2024
2024
2023
2023
2023
2023
2023
2027 Target
2023
2027 Target
2023
0
37.0 %
14 . 0 %
3.27
3
35%
4,689*
85%
Female 42%Male 58%
Male 58%
Male 56%
0
35.4%
13.8%
(restated)2.32
5
14%
13 , 5 6 7
64%
Female 42%
0
39.8%
14 . 6 %
2.44
5
70%
9,485
80%
Female 44%
PEOPLE
As our employees are
central to our business,
it is a priority that they
are safe, happy, engaged
and feel supported
to deliver their full
potential.
PLANET
We are committed to
assessing the impact
of our operations on
the environment to
drive improvements.
PERFORMANCE
Driving improvements
in our responsible and
sustainable business
practices in our global
supply chain is a priority.
* As explained on page 30 we have changed our strategy regarding this metric and hence hours have reduced.
** % of total electricity MWh.
Having previously demonstrated the continuous improvement in our sustainable shipping, we will not be disclosing this
from FY25 onwards, instead focusing on the expanded KPIs around carbon, water and renewable energy. We will continue
to partner with service providers who align with our climate ambitions, see more on page 47.
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Annual Report & Accounts 2025
Our three pillars – People, Planet, and Performance –
continue to provide the framework for our priorities
and approach to sustainability. Our nine priorities are
embedded within our business strategy, to ensure
sustainability is integral to everything we do.
We’re proud to highlight the progress we’ve made
during the year, summarised in “Our impact in 2025”,
with a further overview of our sustainability in action
and the United Nations Sustainable Development
Goals we are aligned with, on page 24.
SUSTAINABILITY ISN’T
JUST A RESPONSIBILITY
— it’s a business imperative and integral to our purpose.
Sustainability
Our impact in 2025
Making the world taste better, for good
Today customers, investors, employees, and wider society are evaluating companies through the lens of environmental and
social impact. At Treatt, we see sustainability as a core strategic driver, embedded in how we shape our product lines, source our
ingredients and steer long-term growth. Over the past year, we’ve made meaningful progress in strengthening our sustainability
credentials and integrating responsible practices across the Group. We know that credibility comes from transparency – and this
report sets out how we’re delivering on our ambitions and creating long-term value through sustainability.
PEOPLE
40%
global employees identify as women
62%
permanent Group employees are
shareholders
ED and I
Equality, diversity and inclusion
that empowers and supports
7.9% reduction
in global Scope 1 and 2 emissions
compared to 2024 (-12% against
2022 baseline) towards 42%
reduction target by 2030
37%
global electricity is renewable,
with 8% from on-site solar PV
(2024: 35%)
New
water target US
Sustainable sourcing
delivering on KPIs – 85% priority
citrus suppliers have GHG reduction
targets
20%
Executive Directors non-nancial
bonus scheme is ESG related
ESG Governance
structure driving positive change
PLANET PERFORMANCE
US engineering team receiving ‘sustainability challenge’ award 2025
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
PLANET
PEOPLE
• Embedding sustainability into our culture
• ED and I to empower and support
• Community matters
Pages 26 to 27
Page 31
Pages 32 to 33
• Carbon emissions collection and analysis
• Carbon reduction strategy/net zero pathway
• Task Force on Climate-related Financial
Disclosures reporting (TCFD)
Page 34
Pages 35 to 36
Pages 37 to 46
• Building a responsible and sustainable supply chain
• Ensuring appropriate governance of sustainability
• Determining and reviewing relevant non-financial KPIs
Pages 49 to 51
Pages 37 to 46
Page 22
MATERIALITY ASSESSMENT SHAPING OUR
STRATEGIC FOCUS
During 2025, Treatt conducted our second materiality assessment,
four years after our initial review. This was a double materiality
assessment (DMA), considering Treatt’s impact on planet and
society, as well as the financial risks and opportunities for the
business associated with our sustainability agenda, to ensure our
sustainability strategy remains aligned with stakeholder priorities
and evolving regulations.
The assessment followed the European Sustainability Reporting
Standards (ESRS) framework for Double Materiality and considered
sector-specific guidance from the Sustainability Accounting Standards
Board (SASB), Global Reporting Initiative (GRI), and Standard and
Poor’s (S&P). We engaged key stakeholders, including suppliers,
customers, investors, employees, Board members, and senior
leadership.
Our primary goal was to identify financially material risks and
opportunities, using the IFRS Sustainability Disclosure Standards as
a benchmark. We also evaluated broader environmental and social
impacts through qualitative stakeholder dialogue.
KEY FINDINGS:
• Product safety, food security and responsible sourcing, traceability
and sustainable supply chain were identified as top priorities in
terms of minimising financial risk
• Stakeholders emphasised the importance of Treatt staying
commercially competitive while working with partners to support
positive environmental and social outcomes
• Product design and innovation was highlighted as Treatt’s
greatest area of potential standalone impact
Sustainability continued
Pillar Priorities Further details UN Sustainable Development Goals (UN SDGs)
PERFORMANCE
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Annual Report & Accounts 2025
Sustainability continued
Financially material priorities in order of ranking
1 Product safety and food security
2 Responsible sourcing, traceability and sustainable supply chain
3 Occupational health, safety, and wellbeing
4 Working conditions and employment practices and human rights
5 Business model resilience to climate change
6 Natural materials use
7 Carbon emissions reduction and net zero
These findings will shape any revisions required to our sustainability
strategy through FY26 and beyond. For now, we’ve continued to
focus on meeting those targets already set around key issues, based
on the outcomes of our materiality assessment undertaken in 2021,
devised to ensure we address these substantive issues, whilst
continuing to drive positive change. These priorities also importantly
contribute to the United Nations Sustainable Development Goals (UN
SDGs), as outlined in our summary of sustainability in priorities on
the previous page.
SUPPORTING OUR CUSTOMERS ON THEIR SUSTAINABILITY
JOURNEY
We’ve always applied a sustainable lens to our business, from
our roots in sourcing citrus oils derived from the juice industry.
As sustainability expectations rise throughout the value chain, our
customers are increasingly focused on how we can help them meet
their own sustainability goals. That’s why we engage directly with
key customers – typically involving our global sales team, global
sustainability manager, and procurement teams – to align on shared
priorities and opportunities to ensure we’re supporting them. These
conversations reveal a growing interest in product-level carbon data,
as our customers seek to meet their own Scope 3 targets around
purchased goods, and a topic covered in more detail within our TCFD
reporting pages 37 to 46.
Our carbon reduction strategy and net zero pathway on pages 35 to
36 demonstrate how we are helping reduce our customers’ Scope 3
emissions by continuing to lower our own Scope 1 and 2 emissions.
Transparency in sustainable sourcing is another area of increasing
interest. Our Responsible and Sustainable Sourcing Policy, available
on our website, now forms the foundation for meeting our customers’
expectations. Progress and KPIs relating to this strategy are detailed
on pages 49 to 51.
For more on how we consider our broader stakeholder
responsibilities, see our Section 172 Statement on pages 52 to 57.
HOW WE MEASURE AND REPORT
We report with reference to the GRI Sustainability Reporting
Standards 2016. GRI is an independent international organisation that
has pioneered sustainability reporting since 1997. A GRI Standards
index with reference to applicable information is available on our
website www.treatt.com.
NONffFINANCIAL INFORMATION
The following table summarises where you can find further
information on each of the key areas of disclosure required by
sections 414CA and 414CB of the Companies Act 2006. We have
Group policies and standards that govern our approach in these
areas, details can be found in this table and on our website.
Reporting requirements and additional information
Environmental matters Environmental policy
Employees Board composition and diversity –
pages 74 and 78
Board diversity policy
Human rights Slavery and human trafficking statement
Supplier code of conduct
Labour and human rights policy
Social matters Equal opportunities policy
Anti-bribery and
corruption
Supplier code of conduct
(revised in 2022)
Anti-bribery and corruption policy
Understanding our world Understanding our world – pages 15
to 16, our business model – page 17
Principal risks Principal risks and uncertainties –
pages 58 to 63
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
VALUES AND EMBEDDED BEHAVIOURS
PROGRESSIVE
Seeking innovation and new ways of working,
enabling our people and planet to flourish
PASSIONATE
Caring for our people, planet and
our communities
ACCOUNTABLE
Committing to sustainability and
sustainable practices, minimising our
impact to people and planet
TEAM PLAYERS
Celebrating diversity and recognising our
differences help us to succeed together
PEOPLE
PRIORITY
Embedding sustainability
into our culture
Clear, consistent communication is essential – and this year
we’ve made strong progress with the backing of our Executive
Committee and regional leadership teams. This has included
a variety of sustainability stories shared through our new
intranet, “The Landing”, focused departmental sessions run
with our Global Sustainability Manager, and a dedicated
episode of our internal podcast series.
Our Manager Toolkit, a resource for leaders at all levels,
also plays a central role, equipping managers with
monthly updates across business performance, health and
safety, sustainability, and people-related priorities, ideally
designed for communicating face to face. This ensures our
sustainability agenda is understood and shared across teams.
Complemented by regular internal news and town halls, we
keep sustainability front-of-mind across Treatt.
We actively encourage continuous improvement through our
Ideas App, empowering colleagues to suggest new ways to
become more sustainable in everything we do.
This year we’ve also introduced the sustainability challenge
award to further encourage sustainable initiatives across the
business, highlighting both nominations and the winner at
year end, and celebrating these successes to further support
engagement. Some of these projects are outlined in our net
zero pathway on pages 35 to 36.
CHAMPIONING A VALUESffDRIVEN CULTURE
Our long-term success depends on maintaining a culture
rooted in integrity both internally and externally. We see clear
benefits from investing in a positive, values-led workplace
that supports our people and underpins our broader ESG
ambitions, and our people agree. Over 80% of respondents
in our June 2025 engagement survey scored 7 or higher to
the question “The organisation’s values align with my personal
values”.
At the heart of this effort is our Culture Ambassador Team,
a group of 17 employees representing departments across
the business. Acting as a vital two-way feedback loop, they
help drive action and elevate employee voice. A member
of our Executive Committee or a regional Leadership Team
attends every meeting in person, underscoring the strategic
importance of culture and enabling real-time dialogue
between Senior Leaders and the wider workforce.
We also recognise and celebrate values-led behaviours
through our Employee of the Quarter awards, managed
and voted on by our Culture Ambassadors. This peer-driven
recognition reinforces the behaviours that align not only with
our values, but also with the social and environmental goals
at the core of our sustainability strategy.
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Annual Report & Accounts 2025
Sustainability continued
LOOKING AHEAD
As we look to the future, our purpose and values remain central
to how we operate – guiding decisions, shaping culture, and
influencing how we engage with our people, customers, suppliers,
and communities. We will continue to bring these values to life by
celebrating success, sharing progress, and aligning them closely with
business performance.
EMBEDDING VALUES, ENABLING PEOPLE
Our values are also embedded in our performance review process,
ensuring that how we deliver is just as important as what we deliver.
By integrating values into both individual and team objectives, we
strengthen accountability, create an environment that people can be
proud to be part of, and accelerate progress on our sustainability goals.
The following information demonstrates our commitment to our
people, for the majority ensuring permanent contracts and where the
role allows the choice of full-time/part-time employment, along with
supporting those employees entitled to maternity and paternity leave
and their return to work.
Health and safety –
keeping our people safe
ENGAGING OUR PEOPLE
A strong health and safety culture starts with inclusion and
accountability. When employees feel empowered to take ownership of
safety – and are actively involved in shaping the standards, policies,
and practices that affect them – it drives real, lasting change. That’s
why employee engagement is central to our approach, from health,
safety, and environment (HS&E) meetings to toolbox talks, team
briefings, and shift handovers.
In 2023, we reintroduced our SHE (Safety, Health, and Environment)
Champion network, with eight champions in the UK and three in the
US. These individuals continue to play a critical role in supporting
safety audits, checking equipment, and serving as a vital link between
employees and our HS&E Managers.
Region USA UK CHINA
Total number of employees by employment contract (permanent) by region 143 194 13
Total number of employees by employment contract (temporary) by region 0 3 0
Total number of employees by employment type (full-time) by region 142 168 13
Total number of employees by employment type (part-time) by region 1 29 0
Gender Male Female
Total number of employees by employment contract (permanent) by gender 203 147
Total number of employees by employment contract (temporary) by gender 2 1
Total number of employees that were entitled to parental leave by gender 197 143
Total number of employees that took parental leave by gender 3 6
Total number of employees that returned to work following parental leave in the reporting year 2 5
* Reportable accidents are work-related accidents, which in the UK is one that
leads to the inability to work for seven consecutive days or more and must
be reported to a statutory body. In the US these are accidents resulting in a
fatality, requiring hospitalisation, loss of limb, or loss of an eye.
REPORTABLE ACCIDENTS
zero
During the year we’ve
retained zero reportable
accidents* and continue
to have zero as our target
Our established HS&E Committee at our UK and US facilities support
in further embedding safety into our culture. The committee meets
monthly and brings together our SHE Champions, CEO, CFO and key
departmental supervisors, and members of the relevant leadership
teams. This cross-functional group ensures safety remains a shared
responsibility at every level of the organisation – from frontline
operations to executive oversight, with meeting notes shared with
all employees.
PROACTIVE SAFETY IN CHEMICAL MANUFACTURING
We take a rigorous approach to managing the risks associated with
chemical production and processing. Continuous improvement is
central to our drive for operational excellence in manufacturing.
Our proactive health and safety culture encourages early intervention
through the reporting of near misses and the identification of at-risk
behaviours – helping to prevent incidents before they occur. By
fostering vigilance and accountability, we’re building a safer, more
resilient operation.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
1 Incidents – unplanned event that causes damage or loss to property,
vehicles, or product.
2 Accidents – unplanned event that causes injury or harm to people.
Health and safety reporting remains paramount, as the first item on
our PLC Board agenda, demonstrating the importance of this to our
employees.
We consider all human variables in the work environment, such as
temperature, pace of work, stress, health, distraction, training and
competency, instrument layout, ergonomics and human factors.
We continue our emphasis on near miss reporting with all accidents,
incidents, near misses and concerns required to be reported without
fear of repercussion. With digital near miss/hazard reporting now
available at our US facility aligning with our approach in the UK, it
means employees can instantly report accidents, incidents, near
misses or hazards wherever they are and we can assess this globally.
Reported events are assessed, investigated thoroughly and corrective
action measures implemented. Increasing near miss and hazard
reporting is a proven, effective method of reducing injury accidents.
Additionally, risk assessments are conducted to determine
presentation of risks and mitigation measures needed. Job safety
analysis and safety-critical task analyses are conducted to evaluate
hazards associated with various standard operating procedures with
hazard mitigation measures instituted.
The ISO (International Organization for Standardization) certification
implementation process has begun at our UK facility, having
engaged with BSI to support an integrated management system. Our
certification to the following standards is envisaged for June 2026, to
complement our ISO 9001 – quality management system:
• ISO 14001 – Environmental Management System
• ISO 45001 – Safety Management System
• ISO 50001 – Energy Management System
Attaining these certifications will better align Treatt with the
expectations of our customers, suppliers, and investors.
Once achieved in the UK, the standards will be then rolled out
at our US facility.
Using a CMS (Competence Management System)
model, Treatt identifies by position what training
is required. The CMS is monitored monthly using
Skillstation as a reporting tool to identify any gaps
in required training. Examples of required training
are COSHH, DSEAR, Manual Handling, Emergency
Evacuation, forklift, Banksman, IOSH working Safely.
During the year we’ve seen increased training in
health and safety.
EMPLOYEE HEALTH AND WELLBEING
Our mission remains clear: “Think well, live well, be well.” We believe
that supporting our people’s wellbeing isn’t just a moral obligation –
it’s essential to sustaining a healthy, engaged, and high-performing
workforce.
This year, our Wellbeing Team launched the Treatt Wellbeing Charter,
a framework designed to support the holistic wellbeing of our people.
At its heart is the promotion of psychological safety: creating a culture
where colleagues feel safe to be their authentic selves, comfortable
admitting when they’re not at their best, able to make mistakes without
fear of judgement, and valued for who they are, not just what they do.
Wellbeing is not a nice-to-have, it’s a strategic priority and
we’ve been:
• Encouraging open conversations about mental health within teams
• Role modelling vulnerability and psychological safety
• Reinforcing the link between wellbeing and performance
Our Wellbeing Team spans Europe, North America, and China, helping
to ensure global alignment while tailoring support to local needs.
Several team members are trained mental health first aiders or have
completed Suffolk Mind’s emotional needs training, strengthening our
internal capacity to respond to mental health concerns.
Total health and
safety training hours
per Group employee
7.9
(2024: 6.5)
Total Health and
Safety training hours
2,773
(2024: 2,470)
Top three categories
of accidents
2
CHEMICAL,
HUMAN FACTOR,
EQUIPMENT
Internal
training
hours
1,499
(2024: 1,362)
External
training hours
1,274
(2024: 1,108)
Top three
categories of
incidents
1
OTHER, VEHICLE,
EQUIPMENT
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Annual Report & Accounts 2025
This year we’ve introduced a range of initiatives to embed wellbeing
more intentionally across Treatt, including:
• Departmental wellbeing check-ins guided by the Suffolk Mind
emotional needs framework
• “Time to Talk” lunchtime walks to encourage open, informal
conversations
• Improved visibility of wellbeing support through posters, digital
signage, and internal communications
• Financial wellbeing sessions and drop-in sessions
• Continuation of “Coffee Connections” to help build stronger
relationships and support new starters
• Promotion of existing benefits and employee assistance plan
(EAP) services, both online and in-office
We also maintain close partnerships with local occupational health
and benefits providers. This ongoing collaboration fosters trust,
making it easier for employees to access the support they need. In
addition, in the UK we joined the pilot phase of the Suffolk Work Well
scheme, run by Suffolk Mind. This offers team members a direct line
to a trained representative from the charity, providing quicker access
to tailored advice, counselling, and support which are often faster
than traditional EAP pathways.
Sustainability continued
A wide range of wellbeing-focused benefits is available to all
employees, irrespective of seniority or tenure, reflecting our
commitment to helping them thrive – physically, socially, mentally,
andfinancially.
LOOKING AHEAD
Our commitment to wellbeing remains strong. A more mentally
healthy Treatt is not only a better place to work, but also a stronger,
more connected, and higher-performing business.
CREATING AN ENVIRONMENT FOR OUR PEOPLE TO THRIVE
At Treatt, enabling great people to do exceptional things is more than
a statement – it’s a priority. Supporting personal development and the
health and wellbeing of our colleagues, whilst continuing to create
an envied place to work is not only the right thing to do, but also
essential for retention, engagement, and long-term performance.
A COMMITMENT TO FLEXIBLE WORKING
At a time when many employers are reducing flexibility for their
teams, we recognise the importance of continuing to support our
colleagues in balancing commitments at home and work. Our flexible
working guidance, first introduced in July 2020, supports work-life
balance, while recognising the benefits of time spent in the office for
collaboration, innovation and connection.
By continuing our hybrid approach where roles allow, we’re building a
culture that works for our people and strengthens Treatt’s long-term
sustainability.
PERFORMANCE MANAGEMENT THAT LOOKS FORWARD
TO WHAT’S POSSIBLE
In April we introduced Growth and Performance (GAP), a fresh
approach to performance management more suited to an agile
business committed to personal development. This new approach
emphasises a concept of Everyday Performance Management through
ongoing development, forward-thinking feedback and career growth.
It’s designed to support all employees in maximising their potential and
creating an environment where performance conversations are in the
moment, frequent, informal, and motivating – not a formal event every
six months, but a natural, ongoing part of our everyday interactions.
This approach supports employees being able to continuously
perform at their best – whether through a quick chat or a dedicated
career conversation.
As part of this we’ve also launched a new methodology along with
tools, guidance and training for “Developing Potential” – including a
model for identifying and developing the leadership skills associated
with longer-term growth and career progression.
OUR BENEFITS DRIVING WELLBEING AT WORK
HOLIDAY
PURCHASE SCHEME
PRIVATE MEDICAL AND
HEALTHCARE CASH PLAN
DENTAL
HEALTHCARE
LIFE
ASSURANCE
RETIREMENT
SAVINGS
A CONTINUED COMMITMENT TO
FLEXIBLE & HYBRID WORKING
FAMILY FRIENDLY
POLICIES
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Sustainability continued
We trained all our line managers in face-to-face and virtual sessions
globally to understand how to use these tools and support their
teams to identify the personal development actions that best unlock
their potential, leading into a “Career Conversation” with their teams
over the second half of the financial year. Refreshing this approach
has led to a review of succession for roles within regional leadership
teams and the Executive Committee, with 70% of roles having
longer-term successors identified and 82% with emergency backfill
identified. The priority looking forward will be to work with leaders
to accelerate the development of these individuals to fast-track
readiness.
This new approach to Career Conversations also focused our teams
on the importance of the 70/20/10 model for training – with a bigger
focus on experiential learning (on-the-job training such as hands-
on experiences, challenging assignments or behavioural changes in
day-to-day working) and social learning (coaching, mentoring, and
peer-to-peer collaboration) rather than a traditional reliance on external
training. This model is seen as effective primarily because it aligns with
how people naturally learn and emphasises the forms of development
that have the greatest real-world impact, but it does have an impact on
the reported decrease in formal training hours undertaken (see across).
In our August engagement survey, 77% of colleagues responded
with a score of 7 or higher to the question “My managers give me
regular feedback about how I’m performing”, and 75% of employees
responded with a score of 7 or higher to the question “I feel
supported by my manager in achieving my career goals”.
SKILLS TRAINING*, DEVELOPMENT AND PERFORMANCE REVIEWS
The new performance approach and focus on experiential and social
learning is also reflected in the reported training hours. Although we
have invested in 4,689 hours of training across the Group to continue
developing our people, this change, alongside cost control measures
put in place, does constitute a 65% decrease on the previous year
for this key non-financial KPI (see page 22). However, alongside
compliance-related training, investment this year has included
development of our process engineering and product development
teams, further strengthening our capability in innovation, whilst also
continuing the rollout of our People Power Leadership development
programme. These People Power workshops are aimed at all levels
from established managers through to those not yet in a management
role but with an aspiration for leadership in the future. In FY25,
a total of 140 delegates attended over twelve half-day workshops
before pausing for the summer holiday season, with plans for further
sessions in the new financial year.
Within the UK we continue to maximise our Apprenticeship Levy
with five colleagues having successfully completed qualifications and
continued education in areas such as Strategic Leadership, Cyber
Security, Network Engineering, Business Analysis and Team Leadership.
Our investment in learning focuses on ensuring quality and
compliance and enables our people to flourish through professional
development opportunities that also enhance our business.
2025 2024 Change
Total training hours global*
(also non-financial KPI) 4,689 13,567 (65%)
Male 2 ,110 5,605 (62%)
Female 2,579 7,962 (68%)
Average training hours
per employee global 13.3 35.6 (63%)
Male 10.3 25.4 (59%)
Female 17. 3 49.8 (65%)
* Training is defined as any training course or other activity which is designed
to impart, instil, improve or reinforce knowledge, skills, or personal qualities
which are, or are likely to prove, useful to the employee when performing
the duties of the employment or related employment. Source: HMRC, work-
related training (480: Appendix 9) – GOV.UK (www.gov.uk).
ENGAGING WITH OUR PEOPLE
In March we evolved our annual engagement survey into – “The Treatt
Pulse” – a more regular and agile platform for employees to share
their thoughts and feedback. Replacing the traditional lengthy annual
survey that only measures employee sentiment once per year, we
introduced shorter surveys run every two months, covering different
themes, whilst always seeking the employee net promoter score
question to enable a feel for the real-time pulse of Treatt. Themes
have included job design and recognition, company purpose, mission
and values, and management support.
The results, key themes, and comments are provided to leaders by
region, who then share this information with managers and their
teams, identifying and setting actions where appropriate based on the
feedback. We were pleased to see that participation in these surveys
remained high (70%+) although the lead engagement measure saw
a decline versus last year.
Analysis showed this was affected by higher levels of uncertainty
stemming from strict cost control and self-help measures early in
the year, although colleagues continue to be positive around the
organisational culture. These insights are invaluable in helping us
create a better workplace environment and something we focus
on all year round, not just once a year.
During this year employees were also engaged through an online
survey to gather their perspectives on various ESG issues, as key
stakeholders, in our Double Materiality Assessment. The results
highlighted employees’ alignment with Treatt’s broader sustainability
agenda and operational focus (see pages 24 to 25), but also
suggested a tendency understandably to assign higher importance
to issues that have direct impact on their day-to-day working lives i.e.
occupational health, safety and wellbeing, working conditions
and employment practices.
We also continued our Employee Voice programme, with several
confidential, one-to-one conversations between an employee and
a Board member, to share feedback. Many topics were discussed,
testament to the comfort our employees have in sharing their
feedback across all levels of the organisation, with key themes
focussed on organisational change, business performance and
strategy (see pages 53 and 71 for more information).
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Annual Report & Accounts 2025
PRIORITY
Equality, diversity and
inclusion (ED and I) that
empowers and supports
Despite a year of shifting external factors, our commitment to ED
and I remains central to our values. We continue to believe that
each one of us has a role in creating a more diverse, equitable and
inclusive environment, and our employee-led ED and I allies group
has continued this year to focus on building our understanding
of each other, alongside strengthening our internal policies and
practices to ensure everyone feels valued. Some initiatives this
year include:
• Dignity at work global awareness programme – over 30
workshops held focussed on creating a culture where everyone
is treated with dignity and respect, equipping all of our team
with the knowledge and confidence to identify and tackle
inappropriate behaviour
• Launch of a new transgender, gender diverse and non-
binary equality policy – including guidance and support for
employees who are transitioning
• Introduction of “ED and I coffee breaks” – short, bitesize
videos offering practical insights to help everyone think about
how to create a fair, respectful and inclusive workplace
• A continued celebration of a wide variety of inclusive
events – including a Diversity Day event in April (celebrating
the richness of our diverse backgrounds), International Women’s
Day and Pride Month. Through our newly launched Intranet, our
ED and I allies also regularly share and educate the team about
religious celebrations and other international awareness days as
we work to ensure that all our people feel valued and a sense
of belonging.
We remain committed to building a diverse, inclusive workforce and
creating opportunities for all our people to thrive and reach their
fullpotential.
OUR COMMITMENT TO RECRUITING AND DEVELOP
A DIVERSE WORKFORCE
We continue to monitor and seek opportunities to ensure our
workforce represents the communities in which we are based and
ensure we have reviewed the diversity of internal succession plans,
promotions and external recruitment. Ensuring a diverse shortlist of
candidates has been a priority for Executive Committee recruitment,
although a steadfast commitment to recruiting the best candidate for
the role means our current diversity profile is less balanced than the
wider workforce.
Sustainability continued
Despite this, at a regional level, we continue to be well represented
by women in management and senior roles. As per last year, there
remains an observable gap in both the US and the UK between ethnic
groups and white employees and, whilst our workforce is reflective of
local demographics, we acknowledge that there is more to do in this
area.
Facility* White
Non-ethnic
groups
Ethnic
groups
Black or African
American
Hispanic
or Latino Asian
Prefer not
to disclose
Two or
more races
USA** 8% – – 3% 1% – 88% 0%
UK*** 83% – – 1% – 3% 11% 2%
* We collect our diversity data via forms in the US and our HR software in the UK. Completion of the data is voluntary.
** Lakeland, USA Population source: Census Reporter: Censusreporter.org – 2023 – White 53%, Black 16%, Asian 2%, Two+ 3%, Hispanic 25% Other 1%
*** Suffolk Census Data 2021 – White English, Welsh, Scottish, Northern Irish or British 87.3%, all other groups 12.7%. Source: Suffolk.gov.uk
Position Male Female Total
Executive Directors
1
1 0 1
Executive Committee 5 2 7
Direct reports of Executive Committee 10 13 23
Other employees 188 134 322
Total employees
2
204 149 353
1 Group Directors are also part of the Executive Committee, but they are excluded here to avoid duplication of headcount.
2 Actual number of employees at the year-end date. This differs to the headcount in note 6 to the financial statements, which is the average number of employees
during the reporting period.
All our salaries should meet living costs as a minimum. In the UK we are proud to have continued to be a real Living Wage
employer, accredited by the UK Living Wage Foundation. In the US we complete salary benchmarking yearly to ensure we
are competitive and paying employees comparable to the market rate.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
ENVIRONMENTAL SUSTAINABILITY
We’re proud to be making meaningful strides toward
environmental sustainability across all our regions. In Europe,
we’re honoured to be platinum members of the Suffolk Wildlife
Trust, the highest level of corporate support, demonstrating
our deep commitment to local conservation efforts. We’ve also
sponsored the Bury in Bloom roundabout on Orttewell Road
in Bury St Edmunds, helping to beautify and enrich the local
landscape. Globally, colleagues came together for an Earth Day
litter pick, reflecting our shared dedication to protecting the
planet. In the US, our teams participated in Project E.A.G.L.E., an
annual clean-up initiative focused on preserving Florida’s Chain
of Lakes and surrounding watershed areas.
Sustainability continued
PRIORITY
Community matters –
supporting our communities
OUR FOCUS:
Provide positive, measurable impacts for
our local communities.
Supporting the communities in which we live is very important to
us. Over the past year, through our focused Community Matters
strategy, we contributed £26,803 in donations globally, reinforcing
our commitment to meaningful, positive impact “for the good” of
our communities. Central to our approach is alignment with the
United Nations Sustainable Development Goals (UN SDGs), which
guide our philanthropic and community engagement efforts.
At the start of the fiscal year, we conducted a Company-wide vote
to select our corporate charity partners for the next two years.
Embracing a globally led, regionally delivered framework, we
maintain consistent global priorities while empowering our regional
teams to engage with local charities that resonate deeply within
their communities.
Following this process, we are supporting charities aligned with six
strategic pillars, each connected to key UN SDGs.
EDUCATION AND SKILLS DEVELOPMENT
Treatt continued to invest in education and skills development
through a variety of initiatives designed to prepare students for
future careers. Over the financial year, the Company engaged
with more than ten educational institutions, offering work
placements, workshops, and career-focused activities.
In the UK, twelve students completed hands-on work experience
across departments including product development, quality
assurance, quality control, marketing, process control, finance,
technical and IT. Treatt also supported local careers education
through interactive workshops and school partnerships.
In February, Treatt welcomed manufacturing students from the
University of Cambridge for a site tour and interactive sessions,
which received highly positive feedback. The Company also
continued to strengthen ties with higher education by engaging
in strategic discussions with university leaders to explore future
collaboration opportunities.
In the US, students from the University of Florida took part in a
site visit and live demonstration session. Treatt further expanded
its outreach by participating in several careers fairs and military
transition programs, fostering meaningful connections with both
emerging talent and veterans transitioning into civilian careers.
KEY UN SDGs
KEY UN SDGs
10+
Educational
institutions
supported
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TREATT PLC
Annual Report & Accounts 2025
LOCAL COMMUNITY DEVELOPMENT
Helping our local communities thrive is a key part of our
mission. In Europe, we supported the Gatehouse Foodbank with
donations at Christmas and in the summer. In North America,
we held onsite KidsPACK packing events, while also running
“Smiles to Seniors” and “Tots for Tots” drives in December
2024. We were proud sponsors of several local press awards,
including Business, Community, and Food & Drink Hero
recognitions. We also strengthened our involvement with the
West Suffolk Manufacturing Group, where a record turnout
during our recent site visit highlighted our leadership in
regional industry development.
Sustainability continued
HEALTH AND WELLBEING
Promoting good health and wellbeing remains at the heart of
our purpose, and over the year, we’ve supported a range of
initiatives focused on both physical and mental health across
our regions.
In the UK, we partnered with Suffolk Mind to deliver workplace
mental health support through the Suffolk Work Well service.
As active members of their Suffolk Forward network, we also
contribute to ongoing conversations around mental health by
connecting with local professionals. In a more light-hearted
initiative, we sponsored Dr Edmund, the beloved mascot of West
Suffolk Hospital, helping to bring smiles and comfort to patients.
Our US teams have also been actively engaged. In recognition
of Mental Health Awareness Month, colleagues organised a May
Walk-a-thon, raising funds for the Peace River Center. We also
supported St. Jude Hospital through a donation to its Hearts for
Hope Gala and sponsored the Rockin’ on the Chain fundraiser,
benefitting mental health and autism programs across Florida.
Additionally, six colleagues took part in Movember 2024,
collectively raising £1,000 for men’s health charities,
demonstrating the power of personal action in support of
global causes.
DIVERSITY AND INCLUSION
We’re committed to fostering an inclusive culture globally.
In the UK, we continued our three-year partnership with the
Theatre Royal Bury St Edmunds through our “A Treat on Treatt”
programme, offering 2-for-1 tickets to staff and the community.
In the US, we have an ongoing relationship with the Boys & Girls
Clubs of Polk County, participating in events to support them.
HUMANITARIAN AND GLOBAL DEVELOPMENT
Our global development efforts focus on tackling poverty, hunger,
health, and education. In the UK, we’ve donated to Save the
Children. In the US, we’ve supported Leopard’s Legacy, with
more to come.
Our partnerships are designed to be dynamic and collaborative,
working closely with charity partners to co-develop impactful
programmes and events over the duration of our two-year
engagement.
SMALL ACTIONS, BIG IMPACT
Our volunteer programme continues to thrive, reflecting our
strategy of consistent, small-scale, high-impact involvement that
keeps Treatt active in local community conversations. This year,
colleagues contributed 239 hours, supported by an annual
half-day allowance to engage with causes important to them.
Key volunteer activities included KidsPACK packing events,
Christmas gift wrapping for local hospitals, and global litter
picking initiatives, notably the global Earth Day litter pick 2025,
where 28 volunteers collected 30 bags of litter and 18 tyres.
Looking ahead, we’re updating our volunteering scheme to
allow colleagues to volunteer inside or outside of work hours,
with the option to claim back up to half a day per year. We
hope this added flexibility will make it easier for more people
to get involved in causes they care about, in ways that suit
their schedule.
KEY UN SDGs
KEY UN SDGs
KEY UN SDGs
KEY UN SDGs
239
Volunteering
hours
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
PRIORITY
Acting on climate change –
carbon emissions collection
and analysis
This year we’ve continued to focus on acting on climate change,
ensuring we have the data to drive positive change, with the support
of our digital carbon management system and net zero pathway. Our
carbon management system allows us to assess both the financial
and carbon costs for those activities generating our carbon footprint,
giving us greater clarity on hot spots to prioritise our focus. Building
on our long-standing reporting of Scope 1 and 2 carbon emissions,
and of Scope 3 over the previous three years, the system enables
us to better understand our overall carbon footprint, which is in turn
informing our short-term actions and over time will support our
longer-term carbon reduction pathways, further targets and product
innovation. Our carbon emissions data is included in our TCFD
reporting on pages 44 to 46.
Sustainability is integral to our purpose,
and with the climate-related reporting
landscape evolving, along with our own
ambitions and those of our customers,
we are increasingly engaging with them
to ensure our alignment with their
sustainability goals.
We work collaboratively with our
internal teams, and our digital carbon
reporting partner to navigate and
deliver, and in some cases surpass,
growing stakeholder expectations.
PLANET
Katie Severn
Global Sustainability
Manager
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Annual Report & Accounts 2025
PRIORITY
Carbon reduction strategy and
net zero pathway
Our focus is on reducing our absolute carbon emissions,
over time, to ensure that we achieve net zero ahead of the
UK Government’s 2050 ambition.
During the year we continued to focus on the projects outlined in the
energy, water and waste audits of our processing plants in Lakeland,
Florida and Bury St Edmunds, Suffolk back in 2022. These reports
provided recommendations in respect of energy efficiency projects
and step-change infrastructure investments to significantly reduce our
carbon emissions. The recommendations were costed and included
return on investment (ROI) payback periods and estimated carbon
savings and are accounted for in our business strategy Vision 2027.
These recommendations kick-started the development of a net zero
pathway in 2022, by setting a target of reducing Scope 1 and 2
emissions at our US site by 10% by 2025. In 2023 further progress
was made in modelling a net zero pathway aligned to the science-
based targets initiative (‘SBTi’), which was then validated in 2024,
by the SBTi. The methodology used was for SME businesses and
included a number of necessary assumptions*.
This year we continue to report against our near-term net zero
pathway (2022–30), our associated near-term actions and how
we have delivered towards our main target:
Sustainability continued
We have seen an encouraging 12.2% reduction
in our Scope 1 and 2 emissions globally, against
our 2022 baseline, as our net zero model
continues to drive our emissions reduction
towards our near-term target of 42% reduction
in scopes 1 and 2 by 2030.
We have seen an encouraging
20%
decrease in Scope 2 in the
UK this year, as we see the
positive impact of our recent
solar installation**
SBTi validated
target of
42%
reduction in cope 1
and 2 by 2030
Target
year
Reduction in absolute carbon emissions on a like-for-like basis
(baseline year 2022)
Current status – 2025
(against baseline)
Change in the year – 2025
(compared to 2024)
2025 10% reduction in Scope 1 and 2 at Treatt USA (initial
interim target at our most energy intensive facility
ahead of 2030 global target being set, below)
1.0% (6.5%)
2030 42% reduction (as a minimum) in total Scope 1 and 2
across the Group (validated by the SBTi)
(12.2%) (7.9%)
2050 90% reduction as a minimum in Scope 1, 2 and 3
(subject to modelling)
(28.7%) (7.3%)
Solar installation – UK facility
* The grid decarbonisation data was taken from the International Energy Agency (IEA) projections database for the Stated Policies Scenario. At this point,
the US emissions data are USA-wide and not specific to Florida, due to lack of available data, but this will be incorporated when the situation changes. The
baseline year used from SBTi is 2021 (SBTI utilises 2021 as the baseline year, which is the calendar year in which our 2022 baseline year commences).
This year was considered most suitable as it considers both the availability of accurate baseline emissions data and the best-case aggregation of
emissions data to reflect the move from older UK premises to a new BREEAM-certified site in Bury St Edmunds. For the period until 2030, we have
incorporated the growth projections included in our Vision 2027 business strategy.
** This was newly installed and therefore operational for just seven out of the twelve months in the year.
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Scope 1 & 2 Near Term SBT – in line with 1.5°C reduction – SBTi Aligned
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
4,500
5,000
2029/302028/292027/282026/272025/262024/252023/242022/232021/22
Actual data
SBT 1.5ºC reduction
Forecast emissions
5%
11%
16%
21%
26%
32%
37%
42%
Scope 1 & 2 Near Term SBT – in line with 1.5°C reduction – SBTi ALIGNED
Emissions (tCO
2
e/yr)
Sustainability continued
We have seen a 6.5% reduction in our Scope 1 and 2 location-based
emissions at our US facility in the year, yet did not meet the targeted
10% reduction by 2025, with fluctuations in product demand
impacting energy requirements.
We continue to monitor our net zero model, adding in new
opportunities and the anticipated impact of additional equipment
to facilitate our growth. Our original estimated capital expenditure
totalling £1.5m is anticipated to increase, to reach our SBTi near-term
target by 2030. The adjacent graph shows the adjusted modelling
of our decarbonisation actions, including our anticipated growth to
facilitate the delivery of our science-based target for 2030. Adjusting
project timings negates any additional emissions from unpredictable
product mix and volume fluctuations. During the year we’ve also
adjusted the model to reflect the positive impact of projects the year
after completion, rather than the year of completion, which is more
accurate.
During the year energy reduction projects at our site in Florida, US
have included:
• New vacuum pump, with invertor drive to improve energy
efficiencies in distillation
• New pump seal water recovering and recirculation system on one
of our more water-intensive processes
• A new automatic monitoring and reporting system in place, ready
to support further metering
In the UK, energy reduction projects in the year have included:
• Upgraded lighting controls through key areas, optimising usage
according to footfall and natural light
• Variable speed drive optimisation in place to ensure optimum
control and efficiencies
• Completed on converting a large centrally located chiller space
into a processing area and installing a smaller chiller space in an
alternative area to help maximise capacity and efficiencies
Longer term, other investments identified for the US plant include on-
site renewable energy and combined heat and power projects. These
will be factored into any planned expansion of the US site. Future
initiatives for the UK site include further on-site renewable energy and
the further electrification of our plant.
SCOPE 3 REDUCTION PROGRESS
In line with SBTi’s guidance for SME companies, at the time of
application, we are not required to include a near-term target for
Scope 3 emissions.
However, we do actively monitor and work to reduce our Scope 3
emissions, and report these for transparency to our stakeholders.
This year we have seen our Scope 3 emissions reduce by 28.7%
against our baseline year of 2022. In the year we have engaged with
our consultancy on our longer-term emissions reduction pathway
for Scope 1, 2 and 3 – modelling the expected emissions including
projected growth and additional processes, along with carbon
reduction expectations based around our suppliers’ targets.
Looking ahead, we’ll be focusing on further mapping our net zero
pathway, along with, where possible, modelling positive initiatives
introduced during the year, and planned ongoing initiatives related to
reducing Scope 3 emissions such as:
• At our UK facility, we’re moving from using plastic to reusable
stainless-steel containers, to store and move material inside our
facility. Following investment, this will deliver considerable ongoing
cost savings of £100k per annum and reduce carbon footprint by
nearly 100 tonnes a year from both materials and waste disposal
(Scope 3). It also reduces risk tied to future regulations on plastic
waste.
• In the UK we’re replacing disposable nylon filters with reusable
stainless-steel in our processes. This will again reduce costs of
materials, reduce waste (Scope 3), and speed up operational
efficiencies.
• For the last eight months we’ve also been using waste compactors
that let us compress our general and cardboard waste. This
resulted in fewer waste collections, cutting disposal costs by
about 50%. Fewer collections also mean fewer logistics-related
emissions.
More detailed information on our GHG emissions for the last three
years can be seen as part of our TCFD disclosure and SECR report
on pages 44 to 46.
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Annual Report & Accounts 2025
Sustainability continued
PRIORITY
Taskforce on Climate-
related Financial Disclosures
reporting (TCFD)
As a business where 85% of our product range currently
relies on natural raw materials, such as fruit, vegetables,
tea and cofiee, often grown in regions exposed to the
physical impacts of climate change, it is commercially
important to us that climate considerations and actions
are fully integrated into our governance, business
strategy, risk management and performance metrics.
It is also for that reason that climate change remains a
principal risk for our business and is regularly assessed.
After having considered a range of lower warming scenarios
in previous years, we have used the IPCC’s RCP 8.5 scenario
as a basis for this year’s analysis and discussion. The RCP
8.5 scenario – forecasting future warming of around 4°C+
by 2100 – could be considered extreme, but it continues to
remain a plausible scenario when looking at how the world has
warmed up between 2005-20 and the current geopolitical
landscape. We continue to look for ways to mitigate risks
and explore opportunities to ensure that our business adapts
to climate change effectively. In addition to taking action to
improve our own energy efficiency and reduce our emissions
(see pages 35 to 36 and 44 to 46), we continue to develop
business strategies and innovative product solutions to ensure
our business model remains resilient to climate change.
This was highlighted in our financial materiality assessment
conducted in early 2025 (see pages 24 and 25).
The discussions that have taken place relating to materiality
thresholds, financial impacts and how best to incorporate the
future potential cost of carbon will also hopefully prepare us
well for embedding climate action further within our business,
while ensuring that we are well positioned for the future
adoption of the IFRS Sustainability Standards by the
UK Government.
TCFD COMPLIANCE STATEMENT
The table below highlights how we have reported in line with the eleven recommendations of TCFD and includes our own informed
assessment of our level of compliance. We have stated that we are currently aligned across nine of the recommended disclosures,
but we recognise that this is a continually evolving process which requires ongoing tracking, intervention and improvement.
Recommendations Disclosures Alignment Page reference
GOVERNANCE
Disclose the
organisation’s
governance around
climate-related risks
and opportunities
1. Describe the Board’s oversight of
climate-related risks and opportunities
We are aligned on this recommendation Page 38
2. Describe management’s role in
assessing and managing climate-
related risks and opportunities
We are aligned on this recommendation Page 39
STRATEGY
Disclose the actual
and potential
impacts of climate-
related risks and
opportunities on
the organisation’s
business, strategy
and nancial
planning where
such information is
material
3. Describe the climate-related risks and
opportunities the organisation has
identied over the short, medium,
and long-term
We are aligned on this recommendation Pages 39-40
4. Describe the impact of climate-
related risks and opportunities on the
organisation’s business, strategy and
nancial planning
We are partially aligned on this
recommendation having reassessed the
impacts of climate-related risks and
opportunities as part of a biannual risk review
where climate change remains a principal risk
for the Group. Impacts have been assessed
from a nancially material perspective, and the
cost of carbon is being incorporated into our
decision-making processes for the rst time
Pages 40-43
5. Describe the resilience of the
organisation’s strategy, taking into
consideration difierent climate-related
scenarios, including a 2°C or lower
scenario
We are partially aligned on this
recommendation, having considered several
difierent scenarios. Discussions are ongoing
via the ESG Board Advisory panel to assess
climate resilience, but we hope to have a
specic discussion in the next year to assess
the resilience of Treatt’s business model and
strategy regarding climate change to help us
to further qualify and quantify our resilience
Page 43
37
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
RISK
MANAGEMENT
Disclose how
the organisation
identies, assesses
and manages
climate-related risks
6. Describe the organisation’s processes
for identifying and assessing climate-
related risks
We are aligned on this recommendation Page 43
7. Describe the organisation’s processes
for managing climate-related risks
We are aligned on this recommendation Page 43
8. Describe how processes for identifying,
assessing and managing climate-
related risks are integrated into the
organisation’s overall risk management
We are aligned on this recommendation Page 43
METRICS AND
TARGETS
Disclose the metrics
and targets used to
assess and manage
relevant climate-
related risks and
opportunities where
such information is
material
9. Disclose the metrics used by the
organisation to assess climate-related
risks and opportunities in line with
its strategy and risk management
processes
We are aligned on this recommendation Page 44
10. Describe Scope 1, Scope 2 and if
appropriate, Scope 3 greenhouse gas
(GHG) emissions, and the related risks
We are aligned on this recommendation. Our
Scope 1, 2 and 3 emissions data has now
been properly categorised, calculated and
logged on a carbon accounting platform. One
outstanding category – employee commuting –
has now also been incorporated. Now that we
have visibility of more accurate data, which is
regularly tracked, we are in a better position to
make the necessary interventions to reduce our
emissions and achieve our targets
Pages 44
to 46
11. Describe the targets used by the
organisation to manage climate-
related risks and opportunities and
performance against targets
We are aligned on this recommendation Page 46
GOVERNANCE
1. Board oversight of climate-related risk and
opportunities
Board oversight of climate-related risks is provided by
the ESG Board Advisory Panel (see chart on page 39),
established as part of our revised ESG governance
structure in 2023.
Our ESG Board Advisory Panel, was chaired by our
Chief Executive in the financial year and attended by two
Non-executive Directors, one of whom chairs our Audit
Committee and the other has extensive experience of
sustainability matters through her previous executive
position at a listed water utility business. The ESG Board
Advisory Panel also includes our Interim Chief Financial
Officer & Interim Group Managing Director, who oversees
the operational and financial aspects of our sustainability
programme. The ESG Board Advisory Panel is responsible
for reviewing and advising on the recommendations made
by the ESG Management Group.
The ESG Board Advisory Panel usually meets bi-annually,
and it is the responsibility of the Chair of the ESG Board
Advisory Panel to ensure that the Treatt Board is equipped
with the relevant information to ensure that the Board can
engage in constructive discussion on climate matters and
make informed decisions. The ESG Board Advisory Panel
consults with the Audit Committee to ensure the relevant
level of assurance.
TCFD COMPLIANCE STATEMENT continued
Recommendations Disclosures Alignment Page reference
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TREATT PLC
Annual Report & Accounts 2025
Sustainability continued
THE BOARD
Overall accountability for ESG Strategy
AUDIT
COMMITTEE
Identification and
management
of climate risks
ESG BOARD
ADVISORY PANEL
Review and advise on climate,
social and supply chain
elements of People, Planet,
Performance strategy
REMUNERATION
COMMITTEE
Setting and assessment
of ESG-related
remuneration targets
ESG MANAGEMENT GROUP
Accountable for execution of ESG strategy
TCFD WORKING GROUP
Initial assessment of risks and opportunities
linked to climate change
ESG WORKING GROUP
Co-ordination, delivery and communication
of ESG strategy
2. Management’s role in assessing and managing climate-
related risks and opportunities
The ESG Management Group meets quarterly and is accountable
for understanding and responding to climate-related risks and
opportunities identified through our ongoing climate risk assessment.
The group is responsible for managing progress towards our key
climate change targets and supply chain key performance indicators.
Members of this group include leaders and decision makers from
across the business who can influence strategic decision-making
and the delivery of a range of ESG deliverables, including our
Planetgoals.
During the quarterly meetings the ESG Management Group reviews
the progress of our ESG strategy including the findings made by
the TCFD Working Group and ESG Working Group and receives a
progress update from the Global Sustainability Manager. Actions
taken have included further quantifying the investment required to
achieve our 2030 target, following further adjustments to net zero
modelling following the inputting of FY24 data.
The TCFD Working Group includes representatives from procurement,
legal and risk, finance and sustainability while the ESG Working
Group comprises representatives from across the business. Further
details of our governance structures relating to ESG and climate-
related issues can be found in the adjacent table.
STRATEGY
3. Identication of climate-related risks and opportunities
over the short, medium and long-term
With regards to our decarbonisation strategy, we continue to make
positive progress in terms of taking action to help reduce those
emissions over which we have direct control – please see further
details on pages 35 to 36 and 44 to 46. We are developing a
greater understanding of our Scope 3 emissions and increasing our
collaboration with our suppliers and customers regarding how best
to improve environmental performance. However, we have more to
do in this area and as a relatively small business positioned midway
within the value chain, it can be challenging to effect change. With
ambitions to deliver positive impact at a product carbon footprint
level we’re further developing our capabilities in this area, to ensure
we’ve the tools in place to best reflect the impact of our actions.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
Over the past three years, we have considered a range of scenarios,
including those limiting warming to 1.5°C by 2050, to ensure that
we have assessed a variety of transition and physical risks and
opportunities which may affect our own manufacturing operations
in Florida, US, and Suffolk, UK, or our supply chain in the short,
medium or long-term. These have been documented in previous
disclosures and are not being repeated here, although the scenarios
used are listed below and relevant material climate change risks and
opportunities are included in the table on pages 41 to 42.
This year, we have considered a more extreme warming scenario
– IPCC’s RCP 8.5 (global average of 4.3°C to 5°C by 2100) – for
our operational regions and its potential impacts specifically on
citrus regions and harvests, an important constituent for us which
represents approximately 55% of our sales revenue. Citrus can be
impacted by climate change, such as extreme heat and flooding and
associated diseases, which can affect availability, yields, quality and
prices. This approach was taken following the findings of our recent
materiality assessment (see pages 24 and 25) which ranked product
safety & food security as the top priority by all stakeholder groups
from a financial materiality perspective.
The analysis was informed by IPCC’s RCP 8.5 high emissions
scenario, coupled with the narrative associated with Shared Socio-
economic Pathway 3 (SSP 3) which describes resurgent nationalism,
with concerns about competitiveness and security, and regional
conflicts pushing countries to increasingly focus on domestic issues.
Countries are focusing on achieving energy and food security
goals within their own regions at the expense of broader-based
development. A low international priority for addressing environmental
concerns leads to strong environmental degradation in some regions.
RCP 8.5 and SSP3 were also mapped against the World Resources
Institute’s Aqueduct Water Risk Atlas to assess water stress/scarcity
and flooding across Treatt’s two manufacturing bases and key citrus
supply markets.
Discussions focused on a) how Treatt and its citrus suppliers are
adapting to climate change (see paragraph below); b) the innovative
solutions available to Treatt to ensure that citrus-related products are
delivered to customers on time with no compromise on quality; c)
the cost of carbon and how best to integrate into Treatt’s decision-
making process; and d) the assessment and quantification of
potential financial impacts.
4. Describe the impact of climate-related risks and
opportunities on the organisation’s business, strategy
and nancial planning
Physical risks cover those risks associated with the physical impacts
of climate change and include acute risks such as heatwaves,
wildfires, storms and flooding and longer-term chronic risk such
as sea level rises and droughts. Transition risks include policy
and regulatory changes, and geopolitical issues linked to climate
change. Market risks and reputational risks are subsets of these two
principal risks.
In terms of our selected timeframes, we continue to have defined
“short-term” as in line with our 2022–27 business planning cycle;
“medium-term” as 2–10 years, up to 2035; and “long-term” as
10–25 years.
We envisage disclosing potential risks and opportunities in greater
financial detail in future years.
Currently, our assessment of low, medium and high impacts is
aligned with the thresholds adopted for our bi-annual risk assurance
mapping process. Levels are defined as follows: Low – may occur
at some time, one event per 11–50 years, this could be a history of
casual occurrences, conditions exist for this loss to occur. Medium –
possibility the event or risk will occur, one event every 3–10 years,
may be a history of periodic occurrences, will probably occur in some
circumstances. High – strong possibility the event or risk will occur,
one event in up to two years on average, may be a history of frequent
occurrences, will probably occur in most circumstances.
In terms of assessing financial impacts, we have quantified these as
best we can and our assessment approach is detailed in the table on
the following page.
In terms of assessing whether the impacts are material to our
business, we have assessed this against our agreed financial
materiality threshold for the Group which, this year, is £800,000.
As a result, we assess each risk as “material” or “immaterial”
depending on whether the potential impact is deemed to have
exceeded that threshold.
Climate change scenarios considered to date
High Emissions (IPCC 8.5:
Worst Case Scenario)
SSP3: Regional rivalry (a
rocky road)
No new policies (business
as usual) Smooth 2050 transition Delayed 2050 transition
Physical risk High physical risks High physical risks Low physical risks Medium physical risks
Transition risk Low transition risk Low transition risk Medium transition risk High transition risk
Policy ambition* 4°C+ 3°C+ 1.5°C 1.8°C
Policy reaction None None – continuation of
current policies
Immediate and smooth Delayed
Technology change Slow Slow Fast Slow then fast
* Scenarios consider a warming trajectory up to 2100.
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Risks
Climate-related
risk Potential Impact Assessment of nancial impact Possible impact Strategic response, opportunities, resilience and mitigation
PHYSICAL
Water stress* Water stress for some of our citrus suppliers,
based predominantly in Spain and certain
Latin American countries, such as Mexico and
Peru, can result in poorer quality, lower yields
and higher prices on a more regular basis.
Data: WRI Aqueduct Global Water Risk Atlas
Identify the cost impact of supply restriction
due to lower yield
Estimate the expected loss rate for cost
increases that we are not able to pass on
Apply expected loss rate across our most
impacted product ranges and offset this
with the estimated favourable impact of
reformulations
Potential nancial implication post
mitigation: IMMATERIAL
Risk mapping: We continue our risk assessment and modelling of our
suppliers and to collaborate with them to ensure they have strong physical
risk resilience plans. During visits to Latin American suppliers in 2024,
we discussed water stress management and are engaging with these and
other priority suppliers to ensure they have a mitigation strategy in place
Continue diverse geographical sourcing: Large citrus producers are
looking to alternative growing regions outside the traditional citrus belt. We
continue to ensure that we have a geographically diverse supply chain to
absorb possible regional disruptions due to climate and extreme weather.
We stock accordingly to mitigate unreliable supply
PHYSICAL
Extreme weather
– heat and
flooding – at the
origin of citrus
supply
Extreme weather, particularly in Latin
America, where flooding and extreme heat
are prevalent in certain regions across
large markets such as Brazil and Argentina,
could lead to an unreliable and inconsistent
supply of citrus raw materials, resulting in
higher prices and/or an inability to deliver
to customers on time. Data: NGFS Climate
Impact Explorer; WRI Aqueduct Global Water
Risk Atlas
Identify the cost impact of supply restriction
due to unreliability of supply, based on
market experience
Estimate an expected loss rate for cost
increases that we are not able to pass
directly onto consumer, based on our market
experience
Apply expected loss rate across our
most impacted product range and offset
this with estimated favourable impact of
reformulations
Potential nancial implication post
mitigation: MATERIAL
Continue diverse geographical sourcing: Large citrus producers are
looking to alternative growing regions outside the traditional citrus belt. We
continue to ensure that we have a geographically diverse supply chain to
absorb possible regional disruptions due to climate and extreme weather.
We stock accordingly to mitigate unreliable supply
Innovative solutions: We continually look at innovative ways to
reformulate our citrus-based products to offer a wide range of choice,
without compromising on quality
Supporting regenerative agriculture: Through our membership of
the Sustainable Agricultural Initiative Platform (SAI), a non-profit network
with a shared ambition to transform how the food and beverage industry
sources and produces more sustainably, we are founding members of SAI
platform’s regenerative together programme, contributing to cross-value-
chain collaboration to ensure consistency, credibility and impact at scale
TRANSITION
Energy and
carbon costs
on our own
operations and
across our value
chain
Increasing costs and instability of energy
together with potential carbon pricing in our
operations
Our widespread value chain, including long
transportation distances, makes it difficult
for us to reduce these contributing carbon
emissions, potentially resulting in higher
prices for our raw materials due to
increased carbon costs if these cannot
be absorbed by the supplier
Identify highest carbon footprint suppliers
and thus carbon intensiveness of our
products, using our available supplier data
Identify highest carbon footprint customers,
based on shipping methods and distances
Estimate an expected loss rate for carbon
cost increases that would make us non-
competitive, based on our market experience
Apply an expected loss rate across most
impacted products and customers and
offset with estimated favourable impact of
opportunities to reduce carbon footprint in
supply chain
Potential nancial implication post
mitigation: IMMATERIAL
Net zero pathway target validation: Our near-term carbon reduction
target has been validated by the SBTi, confirming that we have mapped
our target to reduce our Scope 1 and 2 emissions by 42% by 2030
Cost of carbon: We have designed and will introduce from next year,
internal carbon pricing into larger business capex decisions, helping us to
plan for possible future carbon-related taxation whilst also informing our
carbon reduction modelling
Investment in decarbonisation: A total investment of £1.5m has been
budgeted from 2023-2030 for energy/carbon reducing projects to
decarbonise our business
Digital carbon management system: We invested in a new platform that
provides an array of data and cost management around carbon
Sustainability continued
Short-term
Medium-term
Long-term
Short-term
Medium-term
Long-term
Key: Low Medium High
Short-term
Medium-term
Long-term
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
Risks
Climate-related
risk Potential Impact Assessment of nancial impact Possible impact Strategic response, opportunities, resilience and mitigation
TRANSITION
Customer
procurement
preferences
for low carbon
ingredient
solutions
Typical to our industry, our widespread
value chain could make it difficult for us
to positively influence our Scope 3 carbon
emissions and therefore reduce our carbon
footprint
Also, the potential inability to meet
increasing customer demand to provide
information regarding carbon/water intensity
at a product level to support their net zero
targets and labelling ambitions
Identify highest carbon footprint suppliers
and thus carbon intensiveness of our
products, using our available supplier data
Identify highest carbon footprint customers,
based on shipping methods and distances
Estimate an expected loss rate for customer
preferences that would make us non-
competitive, based on our market experience
Apply an expected loss rate across most
impacted products and customers and
offset with estimated favourable impact of
opportunities to reducing carbon footprint in
supply chain
Potential nancial implication post
mitigation: IMMATERIAL
Short-term
Medium-term
Long-term
Product carbon footprint (PCFs): A year ahead of planned delivery,
we have been providing PCFs to customers on request and are exploring
platforms to support in these calculations across our broader portfolio.
This provides the opportunity to drive low carbon innovation in both re-
formulating and new product development
Customer engagement: We ensure our customers are fully aware of our
broader ESG strategy and net zero planning. Having previously conducted
a sustainability-focused customer survey to better understand our
customers’ requirements and any gaps, we now incorporate this subject
into direct discussions
Supplier engagement: We now have a KPI around carbon reduction
targets in our supply chain and will continue to meet with suppliers to
discuss our responsible and sustainable sourcing policy and carbon
targets, together with their activities to reduce Scope 1 and 2 emissions
and in turn our Scope 3. In time we also hope to utilise the supplier
engagement tool within our data management system to glean primary
data from our suppliers, better reflecting the true emissions in our supply
chain rather than industry emissions factors, to support in reflecting these
positive changes in our net zero modelling
Scope 3 modelling: Next steps are to model our long-term net zero
pathway, including Scope 3 emissions. We will work with our digital carbon
management system and our carbon reduction consultants to use this data
to identify a strategy for reducing Scope 3 emissions. We will focus on
our hot spot areas of purchased goods and transportation. Having now
mapped decarbonisation expected from key suppliers, in time we hope to
map savings expected by our logistics providers
TRANSITION
Consumer
procurement
preferences
for sustainable
products/certified
ingredients
Increased demand from consumers for
certified ingredients, such as Rainforest
Alliance and Fair Trade, in products could
result in us losing customers by not offering
enough of these certified ingredients
Identify proportion of product range without
sustainable certification, using our own
internal data
Estimate an expected loss rate for customer
preference for ethical certifications, based on
our market experience
Apply an expected loss rate across most
impacted products. and offset with estimated
favourable impact of opportunities to certify
products
Potential nancial implication post
mitigation: IMMATERIAL
Short-term
Medium-term
Long-term
Certied sourcing: We currently source 77% of our tea raw material from
Rainforest Alliance certified growers and continue to explore the demand
and availability for other certified raw materials i.e. Rainforest Alliance
certification helps farmers produce better crops, adapt to climate change,
increase their productivity, and reduce cost. We use our certified facilities
in the US to handle these raw materials, enabling our customers to make
on-pack certification claims. We also have certification with Fair Trade
USA to enable us to increase our offering of certified ingredients should
demand increase. For other product categories such as citrus we can
procure ingredients assured via the Farm Sustainability Assessment (FSA),
allowing us to assess, improve, and validate on-farm sustainability in our
supply chains
* Please note that following further mapping, water stress has been removed as a physical risk as regards the locations of our operations in Bury St Edmunds, UK and Lakeland, Florida. We will continue to monitor as Bury St Edmunds could become
subject to water stress in the longer-term.
Key: Low Medium High
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Annual Report & Accounts 2025
Sustainability continued
Our opportunities and measures to improve the sustainability of
our supply chain and to become less dependent on expensive
energy providers and higher carbon processing, as referenced in
last year’s report, are described in our strategic response, resilience
and mitigation measures tabled on pages 41 and 42. The metrics
regarding carbon reduction and net zero pathway are detailed on
pages 35 to 36 and 44 to 46 and in regards to responsible sourcing
on pages 46 and 50 and also in the opportunities identified in
disclosure 11.
While Treatt’s citrus supply base is vulnerable, and has been for
many years, to the impacts of climate change, growers and suppliers
in those most affected regions are taking action to adapt to climate
change by relocating to more resilient, productive regions and/
or investing in modern irrigation technologies and better disease-
controlling strategies. Treatt constantly tracks the dynamics of the
citrus markets to know when and where to buy; continues to engage
with its suppliers on a regular basis; has a geographically diverse
supplier base so as not to be over-dependent on one market; and
continues to find innovative solutions for its citrus-based products. All
these aspects help to minimise risks to our citrus supply base.
5. Describe the organisation’s strategy resilience, taking into
consideration difierent climate-related scenarios
With the progress we are making against our ESG strategy and
pathway to net zero, we believe our organisation is resilient to the
possible physical and transition impacts of climate change over
our short and medium-term timeframes. We still have work to do in
terms of assessing the resilience of our business strategy over our
long-term timeframe and effecting change across our supply chain.
We will continue to take the necessary adaptation actions to ensure
we minimise any potential financial impacts and we will continue
to engage and collaborate with our key stakeholders to ensure we
remain competitive and sustainable.
Climate change remains
a financially material
priority across all our
stakeholders
RISK MANAGEMENT
6. Describe the organisation’s processes for identifying
and assessing climate-related risks
The Board is responsible for oversight and governance of climate-
related risks as part of the Company’s risk management process.
Climate change is included as a principal risk in our risk register,
(see page 60) which is reviewed biannually with each principal risk
assured and classified pre- and post-controls. You can read more
about how we assess climate-related risks on page 60.
In early 2025, we conducted a financial materiality assessment
which reinforced the fact that climate change remains a financially
material priority and risk across all our stakeholders. Product food
safety and security, a sustainable supply chain, business model
resilience to climate change and emissions reduction were all ranked
within the top seven material risks for Treatt. See more details on
pages 24 to 25.
7. Describe the processes for managing climate-related risks
Our ESG Board Advisory Panel is responsible for reviewing and
advising the ESG Management Group on its work relating to the risks
and opportunities from identifying, managing and monitoring the
principal risks relating to climate change. The Executive Directors
are responsible for ensuring that appropriate processes are in place
to identify, assess, manage and monitor risk across the Group. The
Executive Committee and leadership teams review and monitor risks
and mitigation strategies across the business. The ESG Management
Group including the Global Sustainability Manager, identifies key
climate risks and assesses their potential impacts and appropriate
risk mitigation strategies. Responsibility for monitoring and reviewing
each risk is designated to a senior team member to ensure there
is appropriate accountability. The tables on pages 41, 42 and 60
outline how we are managing these potential material climate-related
risks, the actions we are taking to monitor, measure and mitigate
them, together with commentary on our progress to date.
8. Describe how processes for identifying, assessing and
managing climate-related risks are integrated into the
organisation’s overall risk management
Risk identification is an integral part of the day-to-day activities of
all employees of our business; they are responsible for identifying,
managing and escalating risks. To improve the effectiveness of
managing climate-related risks, it is essential that we raise awareness
of the importance of this topic with employees across the business.
The ESG governance structure supports this, ensuring a wide reach,
alongside additional internal communication.
We take a holistic view of the impact of climate change on our
business strategy, our brand and reputation, the markets in which we
operate and the technology we use. We also consider the physical
risks posed by climate change on our product ranges and operations.
These classifications are referenced in our climate-related risks
and opportunities disclosures set out on page 46. By their nature,
climate-related risks interconnect with and impact across functions
and departments and therefore require a wide lens and deep
consideration and collaboration from teams across the business.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
METRICS AND TARGETS
9. Metrics used to assess climate-related risks and
opportunities in line with our strategy and risk
management process
The Group’s climate-related metrics and targets are set and reviewed
by the ESG Board Advisory Panel, which considers TCFD and other
industry guidance when selecting the most relevant metrics by which
to assess our risks and opportunities.
We have published our short and long-term emissions targets
(see page 35) and have also set ourselves internal targets relating
to evolving KPIs around our sustainable supply chain programme.
Metrics are also integrated within our capital request form, requiring
detail of any positive or negative impact to energy, water usage
and waste generated. We also disclose the percentage of top ten
citrus suppliers who have a water stress management plan in place
(see page 46).
We have used our new digital carbon management tool to gain
greater visibility of our Scope 3 emissions which represent over
90% of our total emissions. Now that this is in place, we will model
our long-term net zero pathway in the coming financial year with
the intention of developing further long-term incremental targets for
Scopes 1, 2 and 3 (see more on pages 35, 36 and 44 to 46).
To track our performance and take any necessary actions, the ESG
Board Advisory Panel and ESG Management Group are informed of
indicative GHG emissions against targets every six months.
Executive Directors within the business have 20% of their non-
financial bonus remuneration linked to ESG related objectives, of
which climate action and performance are key components. These are
detailed in the remuneration report on page 89.
10. Describe Scope 1, 2 and, if appropriate, Scope 3
greenhouse gas emissions, and the related risks
We report all our emission sources under the Companies Act 2006
(Strategic Report and Directors’ Reports) Regulations 2013. Scope
1, 2 and 3 emissions have been reported in line with the GHG
Protocol and emission factors as follows: for Scope 1 – BEIS (GBR),
EPA (USA), IPCC. For Scope 2 – BEIS (GBR), eGRID (USA), IEA.
For Scope 3 – AQ, BEIS (GBR), EPA (USA), Ecoinvent, Exiobase,
IEA, Quantis, WRAP, eGRID (USA), Beverage Industry Environmental
Roundtable and Numbeo.
We report all material Scope 3 activities for which we have access to
information. During the year we have added an additional activity of
employee commuting.
Streamlined energy and carbon reporting (SECR)
As we continue to see the positive impact of having a focused carbon
reduction target, we’re pleased to see a further decrease in our
Scope 1 and 2 emissions of 12.2% compared to our baseline year
of 2022.
We’ve seen a positive 6.5% reduction across both Scopes 1 and 2
location-based emissions at our US facility, as we see the positive
impact of energy-saving projects over the last three years, particularly
around electricity usage, along with reduced manufacturing output
in the year. Unfortunately the reduction was not enough to meet our
intended 2025 target.
Although we introduced an additional activity of employee
commuting, we’ve still seen a 7.2% decrease in our global Scope
3 emissions in the year. The largest percentage drop was a 33%
decrease in emissions from our waste generated in operations, due
to enhanced waste management and benefitting from continuity in
reporting methods and accuracy of Scope activity measurement.
We have also seen a 32% decrease in our Scope 3 business travel
emissions. This is mostly due to cost tightening and a more focused
approach towards business travel during the year. Another activity –
upstream transportation and distribution – saw a 24% decrease in
emissions, as we see the positive impact of working with sustainable
logistics partners, along with a decrease in product shipped. We will
be using all this data to drive positive change as we further model our
2050 targets inclusive of Scope 3 and calculate and further scope our
product carbon foot-printing. Our intensity ratio of CO
2
per kg shipped
has increased slightly to 0.65kg (2024: 0.61kg) due again to product
mix and reduced output in the year.
Our global emissions
(Scopes 1, 2 and 3) for the
year were 48,019 tonnes
of CO
2
e, a 7.3% decrease on
last year
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Annual Report & Accounts 2025
Sustainability continued
GHG EMISSIONS
Category
2025
(tonnes of CO
2
e)
2024
(tonnes of CO
2
e)
2023
(tonnes of CO
2
e)
Baseline 2022
(tonnes of CO
2
e)
Scope 1 – UK 223 232 431 629
Scope 2 – location-based UK 382 479 611 562
Scope 2 – market-based UK – – – –
Scope 1 – US 1,920 2,052 1,805 1,348
Scope 2 – location-based US 1,468 1,572 1,643 2,007
Scope 2 – market-based US 1,566 1,599 N/A N/A
Total global Scope 1 and 2 (location-based) emissions 3,993 4,335 4,490 4,546
Intensity ratio kg CO
2
emissions (Scope 1 and 2) per kg of product shipped (location-based) 0.65 0.61 0.61 0.52
Scope 3 – (method)
Purchased goods and services – spend, weight and average data based including indirect purchases (spend-based 2023, and no indirect purchases included) 26,701 26,890 54,991 51,177
Fuel and energy-related activities – fuel-based (average-data 2023, 2022) 763 915 530 832
Upstream transportation and distribution – distanced-based 8,301 10,890 3,692 5,005
Waste generated in operations – average-data, waste-type specific and spend-based (waste-type specific 2023) 226 336 1,319 838
Business travel – distance-based 456 672 189 181
Upstream leased assets – average-data 50 25 15 14
Downstream transportation and distribution – distance-based 4,499 5,177 3,221 4,797
Capital goods – spend-based method 2,463 2,554 Not measured Not measured
Employee Commuting (new activity for 2025) 567 Not measured Not measured Not measured
Total Scope 3 emissions 44,026 47,457 63,957 62,844
Total Scope 1, 2 and 3 emissions 48,019 51,792 68,447 67,390
2022, 2023, 2024, 2025 figures refer to the 52 weeks ending 30 September 2022, 2023, 2024, and 2025 respectively.
Notes
1 The Group has adopted a greenhouse gas reporting policy and a
management system based on the GHG Protocol.
2 As defined by the GHG Protocol, Scope 1 and 2 emissions relate to
emissions from activities within the operational control of the Group. In
general, the emissions reported are the same as those which would be
reported based on a financial control boundary.
3 Emissions for previous years are retrospectively adjusted as and when
more accurate data is provided. No adjustments have been made in the
currentyear.
4 The sales office in China is currently excluded on the basis that emissions
from utility consumption are estimated to be less than a materiality threshold
of 5% of overall Group emissions.
5 Data has been recorded from invoices, meter and mileage readings. GHG
emissions detailed in the table for 2025 have been calculated in the
Altruistiq platform using the following conversion factors. Scope 1 – BEIS
(GBR), EPA (USA), IPCC. Scope 2 – BEIS (GBR), eGRID (USA), IEA. Scope
3 – AQ, BEIS (GBR), EPA (USA), Ecoinvent, Exiobase, IEA, Quantis, WRAP,
eGRID (USA), Beverage Industry Environmental Roundtable, Numbeo.
6 GHG Protocol chiller emissions are derived from those specified under
Kyoto Protocol. However, other greenhouse gas emissions may be emitted
that are not covered under GHG Protocol Scope 1 and are required to be
reported separately. In 2025, the Group chiller emissions that fall outside of
GHG Protocol, namely those identified under Montreal Protocol and others,
totalled 6.3 tonnes 2024: 6.4 tonnes.
7 As the baseline year for our SBTi near-term target, 2022 data has been
included. Ongoing we’ll ensure three years’ consecutive data is disclosed
along with the baseline year to demonstrate progress.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Sustainability continued
ENERGY CONSUMED
Energy type
2025
(MWh)
2024
(MWh)
2023
(MWh)
2022
(MWh)
Baseline
year
Electricity UK – – – –
US 4,129 4,232 4,452 4,750
On site renewable
energy generated –
solar PV UK 550 N/A N/A N/A
Renewable
electricity procured
UK 1,843 2,315 2,948 2,905
US – – – –
Natural gas UK 1,050 1,005 1,897 2,503
US 9,096 9,801 8,219 5,769
Other fuel UK 72 121 207 255
US 97 79 81 136
Group 16,837 17,553 17,804 16,318
Energy eficiency actions
A deep dive into our energy saving measures is included in our net
zero pathway on pages 35 and 36, detailing several energy-saving
projects delivered in the year along with progress on previous
projects, which will obviously support in reducing our energy
requirements ongoing.
11. Targets used to manage climate-related risks, opportunities and performance
CLIMATEffRELATED RISKS
42% absolute reduction in Scope
1 and 2 emissions by 2030
Risk description Target Performance
Energy and carbon pricing
within our control
12.2% reduction against 2022 baseline
10% absolute reduction in Scope
1 and 2 emissions by 2025
Short-term energy eflciency
across US manufacturing site
1% (although 6.5% reduction in the year) increase
against baseline. This was an initial interim target at
our most energy-intensive facility ahead of our SBTi
target being set
Engage with top ten citrus
suppliers to ensure that 100%
have a water stress management
plan in place by 2025
Citrus oil sourcing
This target was set in 2023, however with “top
suppliers” fluctuating each year, it has made this
a moving list and difficult to achieve. However, the
majority of these priority suppliers were contacted
on this subject during this timeframe, and 30%
provided further information that ensured measures
were in place to support water stress
42% absolute reduction in Scope
1 and 2 emissions by 2030
Opportunity description Target Performance
Decarbonising manufacturing 12.2% reduction against 2022 baseline
37% of global electricity from renewables
(2024: 35.4%)
During 2025 continue to
determine relevant categories and
explore opportunities for further
certified raw materials
Sustainable procurement See procurement KPIs page 50
CLIMATEffRELATED OPPORTUNITY TARGETS
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Annual Report & Accounts 2025
PRIORITY
Water eciency
We have a longstanding commitment to monitoring and
improving water use effciency across our operations. As
part of our drive for operational excellence, wastewater
management remains a key focus area. Data for 2024 has been
restated due to re-calculation from further data analysis.
Business travel and
tree planting
As part of our commitment to urgent climate action, we
continue to limit business travel to what is strictly necessary.
To support in mitigating emissions from essential air travel
– particularly flights departing the UK, our most-travelled
route – we partner with Trees4Travel to support a carbon
mitigation programme. For every UK-originating flight, we fund
the planting of ten trees, each expected to absorb 164.1kg of
CO
2
over ten years. In 2025, this will result in the planting of
approximately 870 trees. Separately, we invest in a UN Certified
Emissions Reduction renewable energy project, delivering an
immediate and measurable carbon saving of 143 tonnes.
This investment doubles our climate-positive commitment,
not by including the tree sequestration, but by reinforcing our
long-term mitigation strategy with verified, high-impact action
supporting People and Planet.
Most of these trees are being planted as part of a
mangrove reforestation project in Mozambique, a region
rich in biodiversity but heavily affected by deforestation.
The project not only restores vital ecosystems but also
provides employment for local communities, supporting both
environmental and economic resilience.
In addition, during the year we donated blue credits earned
through our business travel to the sustainable aviation fuel
(SAF) bluebiz programme, contributing to a 13-tonne reduction
of CO
2
emissions.
34%
(156 tonnes) carbon mitigation against
our business travel in 2025
Sustainability continued
* Delay to baseline as meters installed part way through the year and
then setting up the data collection system during the year, but we
now have a full accurate set of data for 2025.
This is reflected in our water consumption table:
Water consumption 2025
2024
(restated) 2023
Total water withdrawn (m
3
) 75,459
79,723
(previous
77,043) 106,598
Total wastewater
1
(m
3
) 55,246 63,254 88,654
Total water consumed
1
(m
3
) 20,213
16,469
(previous
13,789) 17,943
Water efficiency (litres per kg of
product shipped) 3.27
2.32
(previous
1.95) 2.44
1 Our water reporting is based on a wastewater flow meter in the US and we
now use the billing from this along with wastewater invoices in the UK to
determine a more accurate measurement of “water consumed” by deducting
wastewater from water withdrawn. We exclude the aquifer in the US which
operates a closed loop system.
As our UK facility expands its manufacturing capabilities and capacity,
we have also seen increased water usage due to commissions of
these processes, which we hope in time will be reflected in a reduced
water intensity ratio per kg shipped. Our water consumption is
typically higher at our US facility, where water-intensive manufacturing
processes are routinely scrutinised. During the year we’ve seen
an increase in water consumption due to increased production of
these water-intensive processes. With more meters and a planned
automated monitoring system now in place in FY26, we hope to see
improved visibility around potential water savings, supported by our
cleaning water target driving ambitions to see reductions, particularly
around our cleaning processes.
Sustainable shipping
Over the past five years, we have achieved a significant and
positive transition in our logistics sustainability performance. In
2020, approximately 23% of our UK shipments were managed
by sustainable shipping companies. By 2024, that figure had
risen to 91% of all global shipments – including 100% of those
transported by air and sea – meaning we successfully met our
strategic sustainability targets in this area.
Building on this progress, our focus this year has been on further
reducing our carbon footprint and supporting our customers in
achieving their own sustainability objectives, while maintaining
excellent service standards. To this end, we undertook a
comprehensive tender process – in which sustainability carried
substantial weighting – followed by rigorous due diligence. As a
result, in the UK we have awarded a significant portion of our air
and sea freight business to a single logistics partner with strong
industry influence and exceptional sustainability credentials.
Partnering with this organisation positions us to further advance
our environmental ambitions. Looking ahead, we also plan to
leverage their primary emissions data to enhance the accuracy
and transparency of our Scope 3 reporting, enabling us to
demonstrate continuous improvement in our sustainability
performance.
New US TARGET set
3.23 litres
water per kg of product shipped –
ratio set for 15% reduction in water
usage in select cleaning processes
by 2028 – baseline year 2025*
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Total Volume 11,743mt (2024: 12,294mt)
90.0
80.0
70.0
60.0
50.0
40.0
30.0
20.0
10.0
0.0
1.5
1.1
2.5
0.2
79.3
15.3
0.0
Combustion Landfill Recycling Reused Composting Re-use Anaerobic
digestion
%
Sustainability continued
PRIORITY
Waste
We maintain full responsibility for our waste from the
point of generation through to its transfer to authorised
handlers and continue to monitor contractors
throughout the waste management chain.
Our approach prioritises circularity: many natural raw material
waste streams are repurposed as inputs for other industries,
such as animal feed. In Florida, surplus fruit and vegetable
waste is processed into high-quality compost, with its high
moisture content reducing water demand in processing.
We are actively exploring technologies to further reduce waste
volumes and convert raw material euent into commercially
viable products.
Guided by the waste management hierarchy, we focus on
minimisation, re-use, recycling, and recovery to divert waste
from landfill. Scope 3 data help us identify and act on waste
“hot spots”, enabling targeted interventions and value recovery
in partnership with our service providers.
Case studies showcasing our circular waste initiatives are
available on the sustainability section of our website.
Following positive actions
from our waste management
this year we’ve seen a
36%
reduction in C0
2
from
our waste streams
REDUCE
• 4% reduction in overall
global waste volume
• 64% reduction in
hazardous waste
(340mt compared to
2024 1,012mt)
REUSE/RECYCLE/RECOVER
• 98.99% of hazardous waste
(356 tonnes) was recovered,
incinerated or recycled across
the Group
• During the year, in the UK, where
possible we’ve moved away from using
plastic drums and IBC’s for internal
use, which we anticipate will save
29 tonnes of carbon a year from
waste emissions
LANDFILL
• 0% waste to landfill in the UK
• Landfill (only in the USA) reduced
by 70% compared to 2024
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Sustainability continued
85%
of citrus volume provided by priority
suppliers, supplied from those with GHG
emissions reduction targets in place
59%
of total volume sourced from
priority suppliers, who have signed our
latest* code of conduct and returned our
latest* self-assessment questionnaire
PERFORMANCE
PRIORITY
Building a responsible and
sustainable supply chain
OUR FOCUS:
Increase transparency, reduce risks and
ensure responsible sourcing throughout
oursupply chain.
Treatt is committed to ensuring that all who supply us
show integrity and respect for human rights and the
environment. Our aim is to source all our raw material
ingredients in a sustainable and responsible manner.
Maintaining strong supplier relationships is critical
amid ongoing volatility in raw material markets.
We actively engage with suppliers to uphold high
standards of integrity, environmental stewardship, and
respect for human rights – ensuring positive impacts
across the communities we serve.
Throughout the year, we strengthened our engagement
to better assess supplier alignment with our sustainability
programme, reinforcing our commitment to ethical,
responsible, and sustainable sourcing.
PROGRESS ON OUR STRATEGY
Over the last three years we have focused on the development
and rollout of our responsible and sustainable sourcing policy.
This sets out our expectations and requirements of suppliers
across our key ingredient procurement categories worldwide.
In each category, suppliers are asked to commit to our supplier
code of conduct, outlining the values we expect suppliers to
follow in the conduct of their business and to complete the
self-assessment questionnaire, which asks for information
and evidence on their management of human and labour
rights, environmental impact, carbon and GHG emissions,
and sustainable agriculture at source.
During the year we have also begun utilising TraceGains,
an advanced network platform that supports the management
of supplier compliance and quality and sustainability
documentation to meet regulatory requirements. The
platform facilitates instant information sharing and improves
collaboration by managing supplier compliance. In time we
hope this will free up resource, currently manually handling
data requests to focus on driving further positive impact with
our suppliers. This was discussed at a workshop held with
the cross-functional team driving our responsible and
sustainable sourcing policy, bringing new members up to
speed on our process and how we’ll be scoring our suppliers
on the sustainability status alongside other key areas such
as quality, as a key determinant within the approval process.
This, supported by the priority supplier assessment and
selection guide created by our external consultant, supports
our team on driving suppliers to progress from approved to
preferred status.
Our stretching KPIs ensure we focus on our priority suppliers –
the top ten suppliers by volume, for each primary category, for
goods received during the year. This enables us to assess the
inherent social, environmental and governance risks within our
ingredient supply chains to inform our strategy and ensure we
focus our improvement efforts with the suppliers and supply
chains where we can have the most impact. SMETA audits
are sought to provide credible third-party assessments for
processing sites supplying Treatt.
For our citrus category we’ve continued to focus on water
stress and energy use in processing, further engaging with
our top ten suppliers on this matter during the year. While the
definition of priority suppliers evolves annually, making year-
on-year comparisons complex, we continue to use this metric
as a key engagement tool.
* Version rolled out from May 2022 including further environmental
management, climate change and modern slavery assessment criteria.
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CERTIFICATIONS, MEMBERSHIPS AND RATINGS
In addition, a broad range of third-party certifications, memberships,
and ESG ratings provide independent validation of our progress.
These benchmarks allow us to assess performance, identify areas for
improvement, and align with global best practices in sustainability.
They also enhance our credibility with customers, regulators, and
investors by demonstrating transparency and a commitment to
continuous improvement.
Further detail and links to our current certifications and ratings can be
found on the sustainability section of our website.
ECOVADIS
Recognised as one of the leading ratings platforms to assess
corporate social responsibility and sustainable procurement, EcoVadis
is used for tens of thousands of companies, with a common platform,
universal scorecard, benchmarks and performance improvement
tools. We’ve seen considerable positive shifts in sustainable
procurement scoring, from our July submission, as such our overall
silver sustainability rating now places Treatt at the top end of silver
in the 93rd percentile (gold 95+) and firmly within the top 15%
of all companies assessed by EcoVadis. As a key standard being
used by many of our customers to assess and rate their suppliers’
sustainability status, we’re proud of the visibility and reassurance this
offers our key stakeholders.
Sustainability continued
We have begun exploring the supplier engagement capabilities
of our carbon management system, to capture primary
carbon emission data from our suppliers. At this stage there is
inconsistency in the availability of this information but it is an area
where we look to continue our focus. We will continue to gather
and report KPI data in all categories and further our work with
suppliers on areas identified as priority issues, as per our TCFD
disclosures (see pages 37 to 46). Engaging with suppliers on
shared challenges and initiatives, while continuing to provide our
customers with a greater degree of reassurance, traceability, and
transparency in the supply chain is a key priority.
ENHANCING SUPPLY CHAIN TRANSPARENCY
THROUGH SEDEX
We are proud to be both a buyer and supplier member of Sedex,
a leading global platform for improving responsible business
practices in supply chains. Our dual membership enables two-way
transparency: our customers can access our ethical compliance
data, and we can monitor our suppliers’ performance.
Compliance is independently verified through Sedex Members
Ethical Trade Audits (SMETA), one of the world’s most widely used
social audit methodologies. SMETA covers key risk areas including
labour standards, health and safety, environmental impact, and
business ethics, aligned with international standards at a facility
level. As well as both of our manufacturing facilities receiving a
SMETA 4-Pillar audit during April, we track if our supplier sites
have been audited to SMETA standards, see table above, alongside
simply being members on Sedex.
Looking ahead, we will continue to engage priority suppliers,
especially those in higher-risk regions, to register with Sedex or
equivalent third-party platforms, and have SMETA audits, to ensure
robust oversight and alignment with our ethical sourcing standards.
PROCUREMENT CIPS MEMBERSHIP
A highly skilled and ethically driven procurement function
is critical to managing supply chain risks and achieving our
sustainability goals. Most of our procurement team are members
of the Chartered Institute of Procurement and Supply (CIPS), a
globally recognised professional body focused on advancing best
practices in responsible sourcing, risk mitigation and sustainable
procurement. Our goal is for all of our global procurement team to
be CIPS-qualified, ensuring consistent standards of professionalism
and governance across all regions.
Key performance indicator
(based on goods received in 2025) Performance 2024 Performance 2025 Target 2027
% total volume sourced from priority suppliers** that have signed our latest* code
of conduct and returned our latest* self-assessment questionnaire 55% 59% 90%
% citrus priority suppliers** that have been Sedex Members Ethical Trade Audits
(SMETA) audited (or equivalent, in the last three years) 25% 20% 75%
% suppliers that are Sedex members and whose supplying sites have been
SMETA audited (in the last three years) 14% 36% 70%
% citrus volume sourced from priority suppliers** that have a GHG emissions
reduction target 64% 85% 80%
* Version rolled out from May 2022 including further environmental management, climate change and modern slavery assessment criteria.
** Priority suppliers – our top ten suppliers by volume for each primary category, for goods received during the year.
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Sustainability continued
SAI PLATFORM AND REGENERATIVE AGRICULTURE
We are members of the Sustainable Agriculture Initiative Platform
(SAI Platform), a non-profit network of more than 190 organisations
united by a shared ambition to transform how the food and beverage
industry sources and produces more sustainably. Through industry
alignment and collaborative action with members and partners, SAI
Platform develops practical, scalable solutions that strengthen the
resilience and security of global supply chains.
We are also proud to be founding partners of SAI Platform’s
Regenerating Together Programme (RTP) – the industry’s leading
aligned framework for advancing regenerative agriculture. RTP brings
farming communities and food and beverage companies together
around a common, outcomes-based approach that turns ambition
into action on the ground, delivering measurable improvements in soil
health, biodiversity and water management. As founding partners, we
contribute to cross-value-chain collaboration to ensure consistency,
credibility and impact at scale. Further information is available on the
SAI Platform website.
FOOD SAFETY STANDARDS
Both our manufacturing sites, Bury St Edmunds in the UK and
Lakeland in the US, are certified to the BRCGS Global Standard for
Food Safety, one of the most rigorous and internationally recognised
food safety certification programmes. In 2025, both sites achieved
AA grades, following annual independent audits.
This certification is a strong signal of our commitment to quality
assurance, regulatory compliance, and risk management. BRCGS
certification helps protect the business against food safety incidents,
which can result in costly recalls, reputational damage, and regulatory
penalties. It also facilitates access to global markets and strengthens
relationships with major retail and food service partners, many of
whom require BRCGS certification as a baseline standard.
By consistently maintaining AA-grade certification, we demonstrate
robust operational controls, continuous improvement practices, and a
culture of excellence – factors that contribute to long-term resilience,
customer trust, and brand value.
RAINFOREST ALLIANCE SUPPLY CHAIN CERTIFICATION:
STRENGTHENING OUR COMMITMENT
TO SUSTAINABILITY
Our US facility proudly holds Rainforest Alliance Supply Chain
Certification, allowing us to source and sell products with the
Rainforest Alliance Certified™ seal. This globally respected
certification demonstrates our commitment to responsible sourcing,
environmental protection and ethical labour practices.
The certification ensures that our supply chain supports:
• Environmental sustainability, including biodiversity and resource
conservation
• Fair labour practices and improved livelihoods for workers
andfarmers
• Responsible and traceable sourcing of raw materials
This certification enhances our ESG profile and helps mitigate supply
chain and reputational risks. It also positions us to meet increasing
consumer and market demand for sustainably sourced product –
supporting long-term growth and value creation.
IFRA/IOFI
Treatt is a signatory to the IFRA/IOFI Sustainability Charter to further
our involvement with sustainability initiatives, specifically within our
business sector. Our Global Sustainability Manager also sits on the
joint sustainability committee.
CARBON DISCLOSURE PROJECT CDP
CDP is a not-for-profit charity that runs a global disclosure system
enabling investors, businesses, cities, states and regions to manage
their environmental impacts. We disclose to this system to provide
transparency of our progress to our stakeholders. Based on our FY24
data, our 2025 CDP score for climate is now B (improving from B-
based on FY23), and reflecting the impact of our focused priorities.
We continue to score C for water which we hope to improve on in
FY26 with our new target in play – see page 47.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Section 172 Statement
COMMITMENT TO SECTION
1721 COMPANIES ACT 2006
This statement describes how during the year ended 30
September 2025 the Board considers it has acted to
promote the long-term success of the Company for the
benefit of all our stakeholders and the environment as well
as consideration of the matters set out in Sections 172(1)
a-f of the Companies Act 2006 as an integral part of
Board decision making.
The Board confirms that during the year under review
it acted and continues to act to promote the long-term
success of the Company for the benefit of shareholders as
a whole whilst maintaining due regard for the matters set
out in Section 172(1).
Operational engagement with stakeholders is reported to the
Board by the Executive Directors and Executive Committee.
Information is disseminated by way of reporting and in
person. Reports submitted to the Board highlight potential
positive and negative impact to key stakeholders of the
subject matter. This provides the Board with insight into
the consequences of our business on our stakeholders.
Board meetings include time dedicated to consideration and
discussion of different stakeholder groups, and the views and
feedback from various stakeholders.
The icons in this statement illustrate how Section 172
matters were considered by the Board:
Section 172 Provision Further detail can be found
A The likely consequences of any decision in the long-term Business Model page 17
Strategy page 19
Investment Case page 7
TCFD pages 37 to 46
Stakeholder Engagement page 75
B The interests of the Company’s employees Business Model page 17
People and Culture pages 26 to 33
Corporate Governance pages 68 to 76
Stakeholder Engagement pages 56 and 75
Nomination Committee Report pages 77 to 79
Remuneration Committee Report pages 85 to 95
C The need to foster the Company’s business relationships with suppliers,
customers and others
Business Model page 17
Stakeholder Engagement pages 56 and 75
People and Culture pages 26 to 33
D The impact of the Company’s operations on the community and the environment Business Model page 17
People and Culture pages 26 to 33
Sustainability pages 23 to 51
TCFD pages 37 to 46
E Maintaining a reputation for high standards of business conduct Business Model page 17
TCFD pages 37 to 46
Risk Management pages 58 to 63
Audit Committee Report pages 80 to 84
F The need to act fairly as between members of the Company Business Model page 17
Stakeholder Engagement page 75
Remuneration Committee Report pages 85 to 95
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How we engaged What we discussed Outcomes
Employee Voice sessions with the Chair
and/or designated employee Non-
executive Director across all sites
The proposed bid by Natara Global Limited, Döhler’s
shareholding, Board changes, business strategy,
investment, culture, communication, employee welfare and
operating matters were amongst many topics discussed
with our Chair and designated employee Non-executive
Directors.
These provided an opportunity for the Board to gain insights into
culture, understand risks and opportunities and to monitor whether
Treatt’s culture, purpose and behaviours are aligned to our values.
Feedback from the sessions was considered at Board meetings
with the Executive Directors and action taken where required by our
management team.
Quarterly “Pulse” surveys The quarterly surveys rotate through various themes
during the year, all relating to the employee experience
at Treatt. The nature of the surveys means they can be
amended in order to request feedback on “live” issues.
For example, during the Natara offer period we were able
to ask pertinent questions of our employees.
The Global People Director shares the survey findings via Company-
wide email. All departments are asked to act on response to feedback.
Results are shared with the Board, offering valuable insight into our
cultural alignment and progress on key initiatives.
Monthly meetings of the safety, health
and environment (SHE) champions
Monthly meetings bring together SHE Champions and the
HS&I Team to share regular updates and conduct health
and safety walkabouts.
These sessions reinforce our strong commitment to workplace safety,
with feedback and outcomes reported to the Board at all of its
meetings, where safety remains the first formal item for discussion
and action.
CEO information cascades To ensure transparency and alignment, the CEO regularly
shares updates on business performance, strategic
direction, and organisational changes. During the latter
part of FY25 this has also included regular updates
(where possible) regarding the proposed bid by
Natara Global Limited.
Communications are delivered through a mix of formats to strengthen
visibility and connection with teams.
Informal “lunch with the Board” sessions These informal sessions provide a platform for open
dialogue between colleagues and Board members,
allowing for the discussion of challenges, opportunities,
and strategic insights.
The sessions help the Board gain a deeper understanding of the
business’s specialist skillsets, while enabling colleagues to learn more
about the Board’s strategic direction.
Informal face to face sessions open to
all employees
These sessions encourage open discussion on Treatt’s
strategy and future plans, fostering two-way engagement
and direct Q&A with leadership.
Held throughout the year, these sessions provide colleagues with an
opportunity to meet Executive Directors and regional leaders in an
informal setting.
Monthly publication of the “Managers’
Script”, a messaging mechanism for all
employees
The “Managers’ Script” is a monthly communication tool
shared via team meetings to ensure consistent, up-to-date
messaging reaches all colleagues.
Developed in response to feedback from Employee Voice forums and
engagement surveys, it remains a valuable resource for managers to
enhance clarity and communication within their teams and provides
assurance to the Board that key news is being disseminated effectively.
EMPLOYEES
Our employees are the vital ingredient to
the success of the business and its culture
as well as commitment to the Company’s
purpose and values, which drive the
performance of the business. We engage
with our employees frequently and seek
to create an environment in which all of
our people feel happy, supported and
empowered to excel every day. Our culture is
supported by maintaining an open and active
dialogue across the business, underpinned by
our values.
Section 172 Statement continued
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Section 172 Statement continued
EMPLOYEES
CONTINUED
How we engaged What we discussed Outcomes
Wellbeing and financial wellbeing
workshops offered to all employees
A range of wellbeing and financial education workshops
have been made available to all colleagues, offering
practical support in response to the rising cost of living
and promoting a healthy, sustainable work-life balance.
In addition, the Company has made meaningful investments in
employee wellbeing. The Board approved both free and matching share
awards through the Share Incentive Plan (SIP), alongside option grants
via the all-employee Share Save schemes, further supporting financial
security and long-term engagement.
Stay and Exit Interviews Stay interviews are conducted randomly across the
Group to better understand what colleagues value most
about working at Treatt, helping us define and strengthen
our Employee Value Proposition (EVP). Exit interviews
are carried out to gain insight into reasons for leaving,
capturing constructive feedback to drive continuous
improvement.
Summaries of interview findings are shared with the CEO and
presented to the Non-executive Directors, ensuring leadership remains
informed and responsive to colleague experiences.
Gender Pay Gap reporting We shared the findings of our Gender Pay Gap
reporting with all colleagues.
Headcount in the UK fell slightly below the legislative requirement of
250 employees meaning the publication of our Gender Pay Gap report
was not mandatory. The Board asked for the findings to be published
regardless, to demonstrate its commitment to fairness, transparency
and inclusion in all aspects of the business.
Proposed acquisition by
Natara Global Limited
The Board considered the impact of the
proposed acquisition on our employees.
A significant part of the Board’s decision-making centred around
whether the acquisition was in the best interests of our employees.
Following considerable analysis of the proposal and discussions with
its advisers, the Board determined the transaction was in the best
interests of employees and stakeholders, as set out in the scheme
of arrangement.
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How we engaged What we discussed Outcomes
Our ESG Board Advisory Panel
kept the Board informed and updated as
to progress made during the reporting
period
TCFD, our pathway to net zero, future ambitions and
budgetary requirements.
The ESG governance framework has ensured regular detailed
updates are provided to the Board and that environmental risks and
opportunities are embedded in decision making and strategic thinking.
Following a year of our formal ESG governance framework, we are able
to measure progress and hold ourselves accountable.
Listened to consumer expectations
regarding preferences for sustainable
products and product carbon
footprinting
The appetite amongst our consumer base and customers
for sustainable products and product carbon footprinting.
We appointed two colleagues from our innovation and commercial
teams as “Co-Opted Panel Members” to our ESG Board Advisory Panel.
Coming from a different generational cohort to the Board we want to
ensure a diversity of thinking as well as technical insight from our
own experts.
Discussed customer environmental
strategies
The requirement for more granular environmental
data to feed into Scope 3 reporting and supply chain
transparency for much of our customer base.
We signed up to the environmental data platform, Altruistic. The site
provides SBTi/net zero target management and support for supplier
Scope 3 to enhance our customer experience.
Energy audit of our UK and US facilities Considered different energy production projects. Solar panel investment approved and installation completed in Suffolk.
Introduction to a Group-wide
volunteering scheme
Introduced a wide range of community volunteering
opportunities.
We are a positive force for good in our communities.
Strengthened existing relationships with
charities local to our sites
Providing financial and non-financial donations to
community projects and charities.
Provides us with a vital presence in our local communities.
“Grow Your Dough” A Group-wide fundraising event which challenged
colleagues to find creative solutions to raise money.
The initiative fostered a healthy competitive spirit and events run in
line with our values as well as sizeable donations to our local
charity partners.
COMMUNITIES AND
ENVIRONMENT
We care deeply about the communities and
environment in which we operate; both are
fundamental to our business and the supply
of natural raw materials. We are working hard
to embed sustainability into all aspects of life
at Treatt to ensure long-term continuity and
value for all our stakeholders and have spent
time developing relationships to provide
support and opportunities. It is vital that
Treatt fosters the best possible reputation in
the communities where we operate and from
which we recruit to enable us to attract the
best talent.
Community relationships are managed locally
with the input of the Executive Directors and
with each subsidiary focusing on community
groups, projects and initiatives which are
important to our colleagues and the local
communities in which we are embedded.
The ESG governance framework
formed in 2023 underpins the vital
work being undertaken on embedding
and strengtheningall challenges and
opportunities across the Group relating
to the environment, sustainability and
ourcommitment to it.
Section 172 Statement continued
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Section 172 Statement continued
How we engaged What was discussed Outcomes
Held our AGM in January 2025 in
person at Skyliner Way. The meeting
was well attended by individual
shareholders
• Financial results and performance
• CEO’s first impressions following six months in post
• An overview of our evolved strategy
The AGM allowed some of our retail shareholders to address questions
directly to the Board following the official business of the meeting.
Investor roadshows were held with
many existing and prospective
institutional shareholders following the
release of our preliminary and interim
results announcements as well as the
two downgrades issued in the year
• Financial results and performance
• Plan to restore the Company’s performance and key
strategic initiatives
• Driving new business in China and the enhanced
Shanghai facilities which opened in December 2025
• Focus on expanding margins through focus on our
premium products
• Focus on innovation
• The launch of a share buyback programme
Updates were provided by the Executive Directors on trading results
and strategic progress.
Shareholders were offered slots after each of the profit downgrades
where the key drivers and revised outlook was presented.
The Chair made himself available to speak with shareholders during
the year.
Presentations and webcasts were made available to all shareholders
through the Group website.
Consultations were held with our top
10/15 shareholders in connection with
the proposed acquisition by Natara
Global Limited
• Reasoning for the Board’s intended recommendation
of the proposed acquisition
• Shareholder reaction to the proposed acquisition was
received and discussed
The consultation allowed the Board to take informed decisions around
the proposed acquisition.
SHAREHOLDERS
It is vital that all shareholders have
confidence in our business and how it is
managed, whether institutional investors,
private individuals or employee shareholders.
The views of our shareholders inform our
decision-making and engagement with them
enables us to explain our strategic goals.
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Section 172 Statement continued
CUSTOMERS
It is fundamental that we understand our
customers’ requirements to allow us to
deliver the products and service they need
and to inform our research and development.
Customer feedback and support is crucial
to the success of our business. The Board
principally engages with customers through
our Executive Directors and commercial team,
and Global Sustainability Manager who are
responsible for relevant customer relations. But
the Board does also engage periodically with
customers directly as detailed in the table to
the right.
SUPPLIERS
We have a strong supplier base located all
over the world with which, in order to grow
sustainably, we need to develop and ensure
that we maintain close relationships. Our
suppliers are fundamental to the quality and
sustainability of the products we offer our
customers. It is important for us to deal with
suppliers who are committed to Treatt and
our values.
The Executive Directors have been involved
in a number of supplier meetings during the
reporting period. The Board engages indirectly
with suppliers through our Executive Directors
and procurement team, who are responsible
for supply chain management.
How we engaged What was discussed Outcomes
Board external insight sessions • The Board invited key customers to join sessions to
provide insights to the Board on the structure and
needs of the customer, and how Treatt can play a key
role in helping that customer
The sharing of capabilities and Treatt’s ability to problem solve to suit
our customer requirements.
Customer meetings regarding
sustainability and responsible sourcing
• Approach to securing sustainable sourced citrus
material for key accounts, backed by our KPIs as
shared in our Sustainability performance section
on page 50
• Environmental targets and product carbon
footprinting
The Board recognises sustainable sourcing to be a key issue for many
of our customers. To ensure we are aligned to customer needs the
Board will include a non-financial target for our management teams
measure as part of the sustainability target across bonus plans for
FY26.
Proposed acquisition by
Natara Global Limited
• Reasoning for the Board’s intended
recommendation of the proposed acquisition
Customer reaction to the proposed acquisition by Natara Global Limited
were considered, and following the announcement on 8 September
2025, the Executive Directors and leadership teams were able to
actively discuss the transaction with customers.
How we engaged What was discussed Outcomes
Regular virtual and face-to-face
meetings
Questionnaires continued to be assessed from priority
citrus suppliers regarding GHG emissions targets and
water management, in line with risks disclosed in our
TCFD reporting on pages 37 to 46 and responsible
sourcing KPIs on page 50.
The responses provided risk mitigation for priority suppliers around
critical sustainability issues.
Began utilising TraceGains Capabilities from this advanced network platform that
supports the management of supplier compliance
and quality and sustainability documentation to meet
regulatory requirements.
Facilitates instant information sharing and improves collaboration by
managing supplier compliance.
Continued membership of Sedex and
EcoVadis platforms
Provided us additional data insight to support our
customers’ Scope 3 disclosures.
Our Sedex membership reflects our ongoing commitment to our vital
supplier base, whilst also giving us the visibility needed to validate our
KPIs. Our improved EcoVadis scoring around responsible sourcing also
reflected the progress of our responsible sourcing strategy.
57
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Principal Risks and Uncertainties
Risk Management
THE BOARD
The Board has overall responsibility for the oversight of risk at Treatt.
The Board monitors the actions required to mitigate our risks and is responsible for:
Setting and communicating the Group’s risk appetite
Aligning the risk mitigation approach with the Group’s strategic objectives
Reviewing and challenging the risk register
Embedding effective risk management in the culture of the Group
Empowering people from all areas of the business to engage with risk management
and internal control systems
Ensuring that the Board and committees have the right balance of skills,
knowledge and experience
HOW WE MANAGE RISKS
The management of risk is embedded in the management and operational processes of the Group including:
The quality of our people and culture The process of strategy setting
A dedicated team reviewing adherence to internal procedures and operational
controls, requiring action where non-conformances are identied
An experienced resource within the nance team who has
undertaken a review of nancial controls
Oversight of risk by the Board
Regular dissemination of nancial and non-nancial
information and key performance indicators (KPIs)
A clear understanding of market
conditions and raw material prices
Processes for identication,
review and monitoring of risk
Established policies, procedures
and internal controls
EXECUTIVE DIRECTORS
Responsible for:
Day-to-day risk management
Reviewing and monitoring risk and mitigation strategies across the business
EXECUTIVE COMMITTEE AND LEADERSHIP TEAMS
Responsible for:
Identifying key risks facing the business
Compiling Group risk registers
Determining appropriate and proportionate risk mitigation strategies
COLLEAGUES
Responsible for:
Identification, management and mitigation of risk by applying appropriate controls, policies, processes
and managing departmental and project-specific risk registers.
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Annual Report & Accounts 2025
Principal Risks and Uncertainties continued
Risk Management
THE BOARD
The Board has overall responsibility for the oversight of risk at Treatt.
This includes establishing an appropriate risk culture, setting the
Group’s risk appetite and overseeing its risk management and internal
control systems. Day-to-day risk management is delegated to the
Executive Directors who work closely with the Executive Committee
in reviewing and monitoring risk and mitigation strategies across
the business. As disclosed in last year’s Annual Report the Board
had planned to undertake a review of the risk framework and risk
appetite, in conjunction with KPMG. This project was put on hold
due to the intensive time required by the Board and management
spent on the proposed acquisition by Natara Global Limited and other
shareholder corporate activities but is on the Board’s schedule to be
reviewed in FY26.
RISK APPETITE
Risk appetite is an expression of the type and amount of risk we feel
willing to accept to achieve our strategic objectives. We operate in a
dynamic and competitive market and recognise that strategic, commercial
and investment risks may be incurred in seizing opportunities and
delivering results. We are prepared to accept certain risks in pursuit of
our strategic objectives provided that the potential benefits and risks are
fully understood and appropriate mitigation strategies are in place to
minimise the effects of the risks should they materialise.
Our risk appetite has been defined and agreed by the Board and
helps frame decision-making in determining how best to manage
each of our principal risks. It is communicated across the business in
our risk management framework.
Our risk appetite in relation to different categories is summarised below.
RISK IDENTIFICATION
Risk identification is an integral part of the day-to-day activities of
people in all areas of our business; they are empowered to manage
risk through regular communication channels and appropriate
controls, policies and processes.
The Executive Committee and leadership teams are responsible
for compiling Group risk registers to identify key risks facing the
business, their potential effects and determining appropriate and
proportionate risk mitigation strategies.
Responsibility for monitoring and reviewing each risk is taken by
a designated senior risk owner to ensure that there is appropriate
accountability.
Risks included in the register are rated on their probability and impact
and then re-rated after mitigation. Risk owners will use a variety of
tools to monitor their risk at a more granular level, including horizon
scanning, detailed departmental sub-registers and monitoring of KPIs.
Where significant projects are undertaken, specific project risk
registers are established to record all risks that could have a
significant effect on the success of the project. This ensures that
there is accountability for the mitigation strategies in place and
enables regular monitoring of risk identification and the effectiveness
of mitigating actions throughout the project.
Those risks with a potential impact that remains classified as high or
medium post-mitigation form the Board risk register, providing details
of those risks that may impact upon the performance of the business
and its strategic direction. The Board formally reviews the register
twice a year and any material changes, with amendments, control
issues, accidents, commercial, financial, regulatory or reputational
issues being reported to the Board in the meantime.
BOARD REVIEW OF RISK
As well as reviewing risk registers and discussing risk throughout the
year, the Board holds a dedicated risk Board meeting on an annual
basis. At this meeting the key risk owners present to the Board
enabling a consideration of specific risks in detail. This enables the
Board to understand and challenge the weighting and mitigation to
satisfy itself that appropriate action is being taken.
The Board is comfortable that risk mitigation is inherent in the
Group’s policies and procedures and that those responsible for risk
understand their obligations and consider ways to continuously
improve our internal systems to ensure that we work within the risk
appetite set by the Board.
The Board has conducted a review of the effectiveness of the Group’s
system of internal controls. The Board reviewed and discussed a
paper prepared by management setting out Group internal controls,
covering material controls, including financial, operational, compliance
and regulatory. The Board monitored and reviewed the effectiveness
of the Group’s overall approach to risk management, including control
failures that may have occurred and received a report on the review
of the Group’s internal controls. The Board received a presentation at
the dedicated risk meeting from the newly appointed Group Financial
Accountant with a remit to review internal controls, highlighting
findings from their first six months in role and recommendations/
further opportunities for training that their review identified. It is the
Board’s intention, to undertake a review of the risk appetite, once
Board composition has stabilised.
EMERGING RISKS
The Executive Committee and leadership teams, being closely
involved in day-to-day matters, hold considerable experience across
commercial, financial, supply chain, operations and technical matters.
Within their fields of specialism, they consider emerging risks that
have the potential to adversely impact the business or its stakeholders
and take steps to ensure that such risks are appropriately mitigated,
as required. One such example is mitigating the impact of tariffs on
Group operations. Work undertaken on significant emerging risks are
discussed at Board level.
OUR RISK APPETITE
• Strategic – we will actively seek to maximise shareholder
value whilst assessing and managing strategic risks
• Financial – we are prepared to invest for reward and minimise
the possibility of financial loss by managing the risks to a
tolerable level
• Operational – we are prepared for adverse operational
performance in the short term if there is a clear business case
with defined benefits in the medium to longer-term
• Health and safety – our priority is to maintain a very low level
of reportable incidents and we take steps to ensure that no harm
comes to colleagues, customers or suppliers
• Technology – we have a low appetite for taking risks that may
result in significant disruption or downtime in the business
• People – we are forward-thinking in organisation and people
development and are prepared to make decisions if there is an
opportunity to gain a longer-term benefit
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Financial
1. CLIMATE CHANGE
3 4 5
Risk and impact Mitigation
• Severe volatility or loss of availability
and/or reduction of quality of some
natural ingredients as a result of
increased heat, water stress, crop
disease, wildfires, hurricanes and
sudden climatic events
• Formation of an ESG Board Advisory Panel to provide direction
and guidance to reduce environmental impact
• ESG Management Group and Working Group formed to increase
internal engagement and communication channels
• Enhancing relationships with brokers and other supply channels,
combined with forward purchasing contracts for medium to
longer-term supply
• Operational disruption at production
facilities caused by longer-term
impacts of climate change (including
water stress and wildfires)
• Ongoing implementation of TCFD to assess, manage and mitigate
climate change risks
• Significant amount of citrus raw
materials provided by Central and
South American suppliers
• Greater geographical spread of suppliers, where possible to
mitigate the concentration risk of South American suppliers
• Volatility in market price of raw
materials and other effects on
supply chain
• Strategic buying of core products
• Reduced consumer demand over time
for certain products
• Attendance at industry conferences and seminars providing
opportunities to meet with potential new suppliers
• Increasing demands from customers
to reduce emissions across the
supply chain and ensure supply chain
is resilient to climate change
• Introducing scoring on key sustainability criteria to ensure we’re
working with suppliers who recognise the risks of climate change
and are actively mitigating them and encouraging those who don’t
to improve
• Considering targets for the reduction of carbon emissions for
Scope 1, 2 and 3 to reduce our environmental impact and setting
near-term carbon reduction target validated by the SBTi
• Taking action from the results of our energy audit of our UK and
US facilities during 2022 and modelling energy-saving projects
for our net zero pathway
• Increased engagement with citrus suppliers deemed higher risk,
regarding GHG emissions and water stress management
• Regulatory changes or restrictions on
our manufacturing facilities, fines or
penalties
• Active auditing via Sedex and ongoing collaboration with
suppliers through Treatt’s responsible and sustainable
sourcing policy
• Introduction of carbon taxes or similar
levies
• Continued investment in production efficiency, new technologies
and product development
• Squeeze on margins • Increased engagement with citrus suppliers deemed higher risk,
regarding GHG emissions and water stress management
Principal Risks and Uncertainties continued
Risk Management
OUR RISK APPETITE CONTINUED
• Regulatory compliance – we invest heavily to ensure that there is a robust control environment and
framework to maintain a high level of compliance
• Legal compliance – we are prepared to accept a level of risk when supported by clear legal advice
In identifying emerging risks, senior management have regular contact with customers and suppliers
to understand their needs and gain insight into their businesses. Other businesses, trade bodies and
professional organisations are also consulted to ensure that risk monitoring activities are as broad
as possible. Reports are commissioned and briefings arranged on wide-ranging, pertinent topics to
understand changes within the industry and wider environment.
PRINCIPAL RISKS
We have carried out a robust assessment of the principal risks and uncertainties facing the business,
including those that could threaten the business model, future performance, solvency or liquidity. The
following list of principal risks and uncertainties are those which individually or collectively might be
expected to have the most significant impact on the long-term performance of the business and its
strategic priorities. It is not intended to be an exhaustive list and additional risks not presently known to
management, or risks currently deemed to be less material, may also have potential to cause an adverse
impact on the business.
During the year, as part of ongoing principal risk review, the Executive Committee determined that
Pandemic was no longer considered a principal risk to the Group.
TASKFORCE ON CLIMATEffRELATED FINANCIAL DISCLOSURES TCFD
The Group considers ESG-related risks as part of its risk management process. Climate change is captured
as a principal risk.
Our TCFD disclosures can be found in the Sustainability section of this report, on pages 37 to 46.
Climate change was introduced as a principal risk in 2021 as the world seeks to reduce longer-term
effects of greenhouse gas emissions. Having a significant portfolio of natural products, climate change is
likely to impact agriculture and the sourcing of natural raw materials in the longer-term, although there are
broader risks associated with climate change than just raw material sourcing. Our mitigation of this risk
increased with the formation in 2023 of the ESG Advisory Board Panel and ESG Management Group to
enhance expertise and increase internal collaboration and communication channels.
No change Increase Decrease
STRATEGIC IMPACT KEY
Engaging with our communities Investing in our culture Reducing our environmental impact
Investing in our core categories
Diversifying into new categories Investing for future growth
1 2 3
4
5 6
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TREATT PLC
Annual Report & Accounts 2025
Principal Risks and Uncertainties continued
Risk Management
Financial continued
2. GEOPOLITICAL AND MACROECONOMIC UNCERTAINTIES
4 5 6
Risk and impact Mitigation
• Political conflicts, uncertainties and events
may lead to supply chain disruptions,
impacting both the availability and price
of our products
• Inflation driving the cost of energy,
product prices, production costs and
potentially reducing customer demand
• Continue to identify supply chain vulnerabilities to enable
contingency planning to mitigate disruption
• Develop alternative sourcing options in regions less prone
to geopolitical conflicts
• Monitoring global issues and sanctions
• Maintaining strong relationships with key suppliers and
working closely with them to understand their operations
to enable early detection of potential disruptions
3. MOVEMENTS IN CITRUS COMMODITY RAW MATERIAL PRICE
4 5
Risk and impact Mitigation
• Can materially impact revenue,
contribution values and stock provisioning
• Possible stock shortages leading to
production delays
• Overstocking could lead to financial
exposure
• Detailed inventory control procedures
• Monitoring and communication of market conditions
and long-term raw material contracts
• Maintaining close relationships with suppliers
• Continuing to identify new suppliers for key raw materials
or those where shortages exist
• Assisting our customers with managing price volatility
or raw material shortages as part of the Treatt service
• Dedicated citrus category team providing greater
management across the Group of other significant
raw materials
• In conjunction with the Audit Committee, monitoring of
provisioning policies
People
4. LOSS OF CRITICAL EMPLOYEES THROUGH RETENTION
POLICY AND FAILURE TO MANAGE SUCCESSION
41 52 6
Risk and impact Mitigation
• A lack of experienced and engaged
employees will have a detrimental
impact on all areas of the business
• Loss of skills may impact our ability
to deliver the best service to our
customers
• Ensure senior leadership incentive targets balance ambition and
achievability and are structured to support long-term retention
• Continue to identify means to enhance the employee experience
and employee value proposition through remuneration packages
that are appropriate to the position (including identifying
opportunities for further improvement) so that employees are
empowered and have opportunities to grow within the business,
whether through training, upskilling or lateral/promotional career
development opportunities
• Continue to develop succession for positions across the Group,
including individual development plans for identified successors
• Utilising engagement surveys, dialogue with nominated Board
employee Directors and other employee voice mechanisms to
enable feedback and ideas for improvements
• Timely and effective performance reviews and regular catch-ups
to ensure any issues are identified and resolved
• People manager development to ensure that they are equipped
with the right skills to manage and motivate their teams
• Create Company career paths for structured plans and
trajectories that outline the possible progression available to
employees across the Group
No change Increase Decrease
STRATEGIC IMPACT KEY
Engaging with our communities Investing in our culture Reducing our environmental impact
Investing in our core categories
Diversifying into new categories Investing for future growth
1 2 3
4
5 6
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Principal Risks and Uncertainties continued
Risk Management
Operational
5. PRESSURE ON INFRASTRUCTURE FOR STRATEGIC BUSINESS
4 5 6
Risk and impact Mitigation
• Loss of revenue
• Damage to reputation
• Loss of key strategic customers
• Ensure appropriate infrastructure and technology to ensure
additional volumes could be toll packed
• Keep close communication between sales and operations to
determine likelihood of large order and capacity constraints to
manage customer expectations
• Manage sub-contractor relationships
• Strong relationships with toll processors and development of
business continuity plans for key customers
• Blueprint of available technology throughout UK/EU to ensure
additional volumes could be moved to toll packing
• Long-term plan to move an additional still located in the US to
the UK site
6. STRUCTURAL DAMAGE TO PRODUCTION FACILITIES
FROM STORM OR HURRICANE DAMAGE AT TREATT USA,
DUE TO ITS FLORIDA LOCATION
4 5 6
Risk and impact Mitigation
• Loss of use of buildings, equipment
and product
• Danger to employees
• Major incident due to type of
products stored
• Inability to supply customers and
subsequent damage to reputation
• Regularly inspect and maintain building components
• Implement hurricane action plan when necessary
• Sufficient spread of inventory between production facilities in
UK and US
• Comprehensive maintenance programmes across the UK and
US sites
• Improved capacity to withstand storm damage following
expansion of the US facility
• Maintenance of robust insurance protections and business
continuity policies across all sites
7. INADEQUATE DOCUMENTATION OF PROCESSES
AND/OR NONffADHERENCE TO REQUIRED PROCESSES
4 5
Risk and impact Mitigation
• Failure of BRCGS (Brand
Reputation Compliance Global
Standards), HACCP (Hazard
Analysis and Critical Control Point)
or regulatory audits
• Damage to reputation as problem-
free supplier
• Investment in rectification of any
non-compliances noted
• Strong Group-wide commitment to disciplined compliance with
robust internal quality programmes
• Commitment to permit third-party auditing by customers and for
certification and regulatory purposes
• Internal auditing of systems and processes against standard
operating procedures and BRC requirements
• Cross-departmental process reviews
8. IT ISSUES INCLUDING NETWORK,
HARDWARE, DATA AND SECURITY
5 6
Risk and impact Mitigation
• Loss of IT systems and/or data
impacting on the ability of the
business to function effectively
• Reputational damage
• Loss of customer and commercial
data
• Well-constructed IT infrastructure with failover capabilities,
supported by a comprehensive asset management database and
best practice maintenance processes
• Multi-layered security protection system in place including
subscription to managed threat response service, which
proactively searches for suspicious activity in our network 24/7
• Security team continuously searches for and fixes vulnerabilities,
including those reported by third-party security consultants
• Continued investment in infrastructure and particularly software
security
• Continued focus on raising employee awareness of cyber
security through test scenarios
• Multi-factor authentication enforced on all remote connections
• Board and employee cyber security training
• Ad hoc hacking attempts by third-party security consultants
• Behaviour monitoring via the Darktrace AI tool
• Password resets are either in-person or via a video call
No change Increase Decrease
STRATEGIC IMPACT KEY
Engaging with our communities Investing in our culture Reducing our environmental impact
Investing in our core categories
Diversifying into new categories Investing for future growth
1 2 3
4
5 6
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Principal Risks and Uncertainties continued
Risk Management
Operational continued
9. PRODUCT FAILURE
4 5 6
Risk and impact Mitigation
• Potential product recall causing
financial and reputational loss
• Strong supplier qualification process, intake testing and analysis
• Regular review of risk matrix for raw materials handled
• Use of barcode scanners on all orders to avoid mispicks
• Range of testing to detect contamination
• Obtain up-to-date information for all suppliers via supplementary
application questionnaire documentation
• Supplier risk assessment to determine in-house test schedule
• Continuation of visits to suppliers
• Thorough investigation of errors leading to appropriate action
such as retraining or amendment of procedures
• Combination of self-insurance and recall insurance
• Annual desktop testing of product recall procedure
Legal and regulatory
10. FAILURE TO COMPLY WITH RELEVANT UK AND US
ENVIRONMENTAL, H&S AND OTHER APPLICABLE
LEGISLATION
3 4 5
Risk and impact Mitigation
• HSE and/or EA investigation
• Probable enforcement action
involving fines, enforcement notices
• Risk of site closure
• Detailed understanding of legislative requirements with internal
involvement, consultative support and capital investment
• Ensuring the Group’s systems and procedures are adapted to
ensure compliance
• Working closely with the Environment Agency and relevant
authorities in respect of Control of Major Accident Hazards
(COMAH)
• Continuation of relevant training and assessment of employee
skills across the Group
• Working towards an integrated management standard to be
achieved during 2026 which includes ISO 45001 certification
Health & Safety Management Standard, ISO 9001 Quality
Management Standard, ISO 14001 Environment Management
Standard, and ISO 50001 Energy Management Standard.
No change Increase Decrease
STRATEGIC IMPACT KEY
Engaging with our communities Investing in our culture Reducing our environmental impact
Investing in our core categories
Diversifying into new categories Investing for future growth
1 2 3
4
5 6
63
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Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Going Concern and Viability Statement
The Group’s business
activities, together with
the factors likely to afiect
its future development,
performance and position
are set out in the Strategic
Report on pages 4 to 63.
Information on the principal
risks and uncertainties
and how they are managed
can also be found in the
Strategic Report.
In accordance with the UK Corporate Governance Code, the Directors
have assessed the prospects of the Group over a longer period than
the twelve months required by the Code. The Board conducted this
review for a period of three years from the current financial year end,
which is in line with the Board’s most recent strategic view. In the
view of the Board, a three-year viability period gives a reasonable
forecasting time frame, after which accurate forecasting becomes
challenging due to variability in economic conditions.
In determining the longer-term viability of the Group, the Directors
considered the Group’s business activities, together with the factors
likely to affect its future development, performance and position. The
review also included the financial position of the Group, its cash flows,
and available sources of finance, including assumptions regarding the
high likelihood of renewal of existing facilities.
The process adopted to assess the viability of the Group involved the
modelling of a series of theoretical "stress test" scenarios linked to the
Group’s principal risks. These scenarios focused primarily on severe,
but plausible, adverse macro and microeconomic conditions impacting
on revenues and costs, the root cause of which might be changes in
consumer confidence or the competitive landscape in the sector, or
supply chain disruptions such as trade barriers or climate change.
In assessing the Group’s prospects and resilience, the Directors have
done so with reference to its current financial position and prospects,
its credit facilities, its recent and historical financial performance,
andforecasts. The Board’s risk appetite and the principal risks
andmitigating factors are described on pages 58 to 63.
The key factors considered by the Directors within the three-year
review were:
• The implications of the challenging economic environment, notably
the domestic and global uncertainties arising from global conflicts
and climate change; and the potential impact these could have on
the Group’s raw material costs, revenues and profits, and adverse
USD forex movements;
• The fluctuating prices of the Group’s strategic raw materials, and
the uncertainties with global tariffs and trade barriers that may
affect business in the USA and elsewhere;
• The impact of the competitive environment within which the
Groupoperates;
• The Group’s cash balances and the Group’s access to short, medium
and long-term borrowing facilities to meet day-to-day working capital
requirements, as well as long-term investment requirements;
• The Group’s ability to access equity as a source of finance;
• A sensitivity analysis which involves flexing several of the main
assumptions underlying the three-year plan, and considering the
implications of a number of risks materialising;
• A “reverse stress test” to determine what would need to prevail
to cause a breach in facility covenants and erosion of liquidity and
headroom during the period; and
• Potential actions that could be taken in the event to ensure that
operating profit and cash flows are protected.
The stress tests undertaken were assessed against the Group’s
current and projected liquidity position, in particular the headroom
onexisting facilities.
The Group has a £25.0m asset-based lending facility with HSBC in the
UK, which falls for renewal in June 2027 and a revolving credit facility
with Bank of America in the US for $25.0m, renewing in July 2026
although we have obtained credit approval for, and expect to shortly
formalise a further one-year extension of this facility to July 2027.
For the purpose of the analysis, we have considered each stress
testin the context of the current US renewal being concluded,
andthen all facilities being subsequently renewed in June and
July2027 on similar terms throughout the viability period.
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Annual Report & Accounts 2025
Going Concern and Viability Statement continued
The Group enjoys positive relationships with its banking partners and
would expect all facilities to be renewed or refinanced successfully
when they fall due.
Covenants on bank facilities are assessed against each company’s
performance individually:
• Treatt USA Inc must maintain a net debt to EBITDA ratio below
2.5x and an interest cover above 1.5x. These are not breached in
any scenarios we have considered, due to the low net debt and
low interest payable rendering non-compliance extremely remote.
• R.C. Treatt & Co Limited (UK entity) must comply with operational
covenants, including maintaining debtor days below 95, ensuring
aged inventory over 180 days is less than 50% of the overall
inventory holding, and maintaining gross margins above 80% of
an annually budgeted level. These measures are reported regularly
by management, and based on historical levels and current
forecasts, it is not considered likely that these will breach over the
viability period in any plausible scenario modelled. However, they
are considered further in the “reverse stress test” scenario.
STRESS TESTING AND IMPACT ON GOING CONCERN AND
VIABILITY ASSESSMENT
The current global economic environment is uncertain in both
domestic and international markets, and recently we have seen the
impact of cost increases compounded by the impacts of tariffs and
trade barriers. We see both demand and supply-side challenges in
the flavours and fragrances sector and continued pressure on raw
material prices and margins.
Considering this, the Directors have modelled various scenarios
of adverse variances in revenues, costs and margins against FY25
actuals and forecasts. Using these assumptions, liquidity headroom
exists throughout the going concern (twelve-month) and viability
(three-year) periods. These assumptions are those that would arise
from the aforementioned uncertainties and that would adversely
impact cash generation and profitability.
The “reverse stress test” scenario involves determining conditions that
would within a twelve-month period, breach the covenants of the UK
facility in relation to the gross margin requirements and give rise to
an erosion of the Group’s remaining headroom during the first twelve
months of the viability period, assuming that the UK facility was withdrawn.
Similar conditions have then been considered over the full
viability period, but noting that the adherence to these covenants
requirements is within the group’s control as they control the sales
price which drives the margins which makes the likelihood of such
scenariosremote.
OUTCOME OF STRESS TESTING ON GOING CONCERN AND
VIABILITY ASSESSMENT
At the year-end date, the Group’s net debt was £5.9m and the
Group’s headroom on facilities was £38.9m.
Under each of the scenarios considered (see below), which represent
reasonable but severe manifestations of the Group’s principal risks
and uncertainties, the Group retained headroom throughout the
viability period. In the most adverse scenario, representing severe
but plausible manifestations of risks, particularly to demand and
raw material prices, whereby revenue and gross profit margin are
simultaneously reduced by c.10% and c.500bps respectively relative
to FY25 (which would not result in a breach of any existing banking
covenants within the first twelve months), the minimum Group
headroom throughout the period remained over £5.0m. Under this
scenario however, the UK facility headroom would breach in January
2028. However, management expect that, if adverse conditions
were to impact margins over the first twelve months of the viability
period, this would be reflected in the covenant budgets, and therefore
the covenants agreed with the banks on facility extension in June
2027. In such an event, the Group would swiftly take mitigating
actions including but not limited to, adjustments to sales product mix
– focusing more on high margin products, enhanced working capital
management, realising asset values elsewhere in the business, cost
reductions, refinancing or recapitalization of the company.
A reverse stress test was determined in which banking facility limits
would be breached during the first twelve-month period. This test
involved determining the conditions that would breach the covenants
of the UK facility and give rise to a breach of the Group’s remaining
headroom, resulting in the UK facility being withdrawn.
It was determined that, all other variables remaining equal, the UK
margin covenant would breach if the Group experienced raw material
cost increases, across all product lines in aggregate, of c.14% on
2025 levels and was not able to pass on more than 50% of that
increase (lower than our proven ability to pass on costs since 2022).
Assuming the UK facility was withdrawn, a decrease of revenue of
c.23% and c.18% against FY26 (and early FY27) budget and FY25
actuals respectively (alongside this margin reduction of c.600bps and
c.550bps compared with FY26 budget and FY25 levels respectively)
would lead to a full erosion of the remaining headroom on US
facilities by January 2027, with no mitigating measures put in place.
Such a severe decline in profitability would represent a significant
failure of the Group’s strategy, and the possibility of this severe
scenario materialising is considered remote. In addition, it is
implausible that the Group would not act swiftly and decisively to
activate mitigations such as operating cost savings, reduction in
capital expenditure, working capital and inventory management, and
delaying or cancelling future dividend payments to avoid the breach
of its banking limits.
If revenue and margins declined to the above extent, but over a longer
time-frame within the viability period, management are confident
that: (i) banking arrangements could be flexed, in particular critical
covenant ratios such as actual vs budgeted gross profit margins,
to address potential liquidity risk; and/or (ii) mitigating actions as
referred to above, could be successfully enacted.
CONCLUSION ON GOING CONCERN AND VIABILITY
Having considered the current cash and liquidity position of the
Group, the range of scenarios discussed above, and the Group’s
proven ability to adapt to and manage adversity, the Directors have
not identified any material uncertainties which would affect the Group
and Parent Company’s ability to continue as a going concern for a
period of twelve months from the date of this Annual Report.
Accordingly, these financial statements have been prepared on a
going concern basis. Furthermore, the Directors have a reasonable
expectation that the Group has adequate resources available to it to
continue in business and meet its liabilities over the three-year period
of their viability assessment.
This Strategic Report was approved by the Board on 19 January 2026.
Nick Hartigan
General Counsel and Company Secretary
19 January 2026
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Vijay Thakrar
Non-executive Chair
APPOINTED TO THE BOARD:
September 2020
SKILLS AND EXPERIENCE:
Vijay has led Treatt’s Board since his appointment
in January 2023 having joined Treatt’s Board as
a Non-executive Director in September 2020.
Having previously chaired the Audit Committee
and acted as Senior Independent Director, Vijay
now chairs the Nomination Committee. Vijay is a
Chartered Accountant and has extensive strategic,
commercial and governance experience in FMCG.
He was previously a Partner at Deloitte and EY
and has served on various boards, including Alpha
Group International plc, Quorn Foods and the
Quoted Companies Alliance. Vijay’s current external
appointments are set out below.
KEY EXTERNAL APPOINTMENTS:
• Non-executive Chair of The Alumasc Group plc
• Non-executive Director of RSM UK Holdings
Limited (Senior Independent Director,
Remuneration Committee Chair and Audit
Oversight Board)
Manprit Randhawa
Interim Group Managing Director
APPOINTED TO THE BOARD:
January 2026
SKILLS AND EXPERIENCE:
Manprit is an experienced business leader, having
previously served as Chief Financial Officer at
SkinBioTherapeutics plc, a listed life sciences
business where he was responsible for financial
and operational matters including investor relations.
Prior to that, he held Chief Financial Officer roles
in private equity and venture capital backed
businesses and has a track record of working
with high-growth innovation-led businesses which
encompassed operations, M&A, fundraising and
financial scale-up infrastructure improvements.
Manprit is a Fellow of the Institute of Chartered
Accountants in England & Wales (ICAEW) and
began his career at Deloitte.
KEY EXTERNAL APPOINTMENTS:
• Non-executive Director Titanvolt Industries
Limited
• Non-executive Director Utropolis Limited
Bronagh Kennedy
Non-executive Director
APPOINTED TO THE BOARD:
January 2023
SKILLS AND EXPERIENCE:
Bronagh is an experienced independent Non-
executive Director with a wealth of Executive and
Non-executive experience in listed companies
across a number of sectors, most recently
as Company Secretary, General Counsel and
sustainability lead at FTSE 100 listed, Severn Trent
plc, prior to retiring in December 2022. She was
previously a Non-executive Director at Wolseley UK
and at Paddle UK.
Bronagh’s experience spans HR, sustainability, M&A,
legal and corporate affairs, governance, risk and
regulatory compliance.
KEY EXTERNAL APPOINTMENTS:
• Non-executive Director and the designated
Employee Engagement Non-executive Director
at Genuit Group plc
• Non-executive Director and Remuneration Chair
the Canal and River Trust
Board of Directors
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Christine Sisler
Non-executive Director
APPOINTED TO THE BOARD:
February 2022
SKILLS AND EXPERIENCE:
As PepsiCo’s Vice President of Global Innovation
for Product Development & Marketing Equipment,
Christine supported global research and
development for all carbonated and non-carbonated
beverage portfolios and spearheaded the creation
of the Beverage Culinary Innovation Center.
After driving the continual growth of PepsiCo’s
iconic brands, Christine launched Merchant’s
Daughter Ciderworks, a start-up craft beverage
company. As CEO of Merchant’s Daughter
Ciderworks, she leverages more than three decades
of research and development, commercialisation
and innovation expertise.
In the beverage start-up space Christine’s strategic
and commercial talents have helped entrepreneurs
launch exciting new health and wellness and ready-
to-drink alcohol products.
KEY EXTERNAL APPOINTMENTS:
• CEO, Merchant’s Daughter Ciderworks
• Treasurer, New York Cider Association
Executive Board
Philip O’Connor
Non-executive Director
and Senior Independent Director
APPOINTED TO THE BOARD:
February 2022
SKILLS AND EXPERIENCE:
Philip is an experienced business leader in B2C and
B2B markets with substantial experience in high-
growth businesses, acquisition and post-acquisition
integration, transformation and change management
and leading diverse multi-functional teams.
Philip started his career with Kerry Group plc
and qualified as a Chartered Certified Accountant
during the early part of his career. He spent many
years at Kerry in senior roles in the USA and UK,
including Finance Director of Kerry Foods, the
consumer foods division of Kerry Group plc.
He was founder and CEO of two successful start-
up consumer foods businesses in the healthy food
market, and more recently the President of Kerry
Taste and Nutrition for Europe and Russia, meat
and plant-based alternative markets.
KEY EXTERNAL APPOINTMENTS:
• Independent adviser to Buitelaar Group Board
Former Directors:
David Shannon
Stood down as Chief
Executive Officer on
31 December 2025.
Ryan Govender
Stood down as
Chief Financial Officer on
30 September 2025.
David Johnston
Stood down as
Non-executive Director on
30 January 2025.
Board of Directors continued
Committee key:
Remuneration Committee
Nomination Committee
Independent
Audit Committee
Denotes Committee Chair
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DEAR SHAREHOLDER,
The Board remains committed to maintaining effective corporate
governance and oversight to enable our leadership teams to deliver
our strategy for the long-term benefit of our stakeholders. As noted
in my Chair’s introduction, the year has been a challenging one.
The Board has spent a significant amount of time focusing on the
proposed acquisition of Treatt by Natara Global Limited, as well as
seeking to address the issues leading to the downturn in trading
performance in the year.
We set out below developments across the year as well as focus for
next year.
BOARD
David Johnston stood down from the Board on 30 January 2025
following a tenure of 13 years. As announced in March 2025 Ryan
Govender stepped down on 30 September 2025. Following the
reporting period we announced that David Shannon would step down
as Chief Executive Officer on 31 December 2025. Bronagh Kennedy
and Philip O’Connor confirmed their decision to step down as Non-
executive Directors’ on 31 January 2026 and 28 February 2026
respectively. On behalf of the Board and Group I express my sincere
thanks to David, Ryan, David, Bronagh and Philip for the contribution
they each made to Treatt during their service.
SUCCESSION
Following our announcement in March of Ryan Govender’s decision
to step down from the Board, a key priority for the early part of 2025
was the recruitment of a CFO. More information on this can
be found in the Nomination Committee Report on pages 77 to 79.
As explained in the Nomination Committee Report, we halted the
search for a permanent successor to Ryan, due to the proposed
acquisition by Natara at the time and the uncertainty that situation
presented for any incoming candidate. Instead, assisted by an
executive recruitment firm, the Company announced on 6 September
2025 that Manprit Randhawa would be appointed as Interim CFO.
On 8 December 2025, we announced that Manprit would also serve
as Interim Group Managing Director from 1 January 2026, working
alongside our strong Leadership Team. Manprit joined the Board on
1 January 2026.
Following further Board changes in November and December 2025
the Nomination Committee has commenced the search process for
a CEO and additional Non-executive Directors.
STRATEGY
The Board oversaw further developments to the Group’s strategy,
refreshed during the year. Focus continued on the development of
our pillars, namely heritage, the acceleration of our premium products
and growth within new markets. Progress was made during the year
on a number of Group initiatives to support our strategic ambitions.
Further details are set out on pages 19 and 20.
Corporate Governance Statement
BOARD MEETINGS
IN THE YEAR
7
BOARD MEETING
ATTENDANCE
98%
BOARD EXPERIENCE
Management 7
Operations 1
HR 1
Finance 4
Legal 1
ESG 2
Industry 4
Vijay Thakrar
Chair
I am pleased to introduce our Corporate
Governance Statement, in which we describe
our governance arrangements, the operation of
our Board and its committees and how the Board
discharged its responsibilities during the year.”
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Board leadership and Company purpose Page
Promoting the long-term sustainable success of the Group 70
Alignment of our culture with our purpose, values
and strategy 76
Framework of effective controls 58 to 63
Engagement with our stakeholders 52 to 57
Workforce policies and practices 26 to 33
Division of responsibilities Page
Role of the Chair 73
Division of responsibilities 73
Non-executive Directors 73
Information and support 71
Composition, succession and evaluation Page
Appointment, succession and diversity 77 to 79
Skills, experience and knowledge 66 to 67
Board evaluation 69 and 75
Audit, risk and internal control Page
Audit and internal control 80 to 84
Fair, balanced and understandable 84
Risk management 58 to 63
Remuneration Page
Remuneration policies and practice supporting strategy
and promoting long-term sustainable success 85 to 95
Implementation of remuneration policy 87 to 95
Alignment of the policy to the workforce 87
Corporate Governance Statement continued
Female 34%
Male 66%
BOARD GENDER DIVERSITY *
BOARD ETHNICITY*
BOARD INDEPENDENCE
LENGTH OF SERVICE
INDEPENDENCE OF NONff
EXECUTIVE DIRECTORS
Ethnic minority 34%
White 66%
Independent 66%
Non-independent 34%
0–5 years – 6
6–10 years – 0
Over 10 years – 0
This Governance statement has been divided into sections that correspond with the five main sections of the Code. We have applied the
Code’s principles through our Board and governance structures, and information about our compliance with the Code’s principles and
provisions can be found in the following sections of this statement with cross-references to other sections of the report.
The following disclosure applies in respect of the Company’s compliance with Code provision 21 (annual Board evaluation), and provisions
28 and 29 (risk review): Ordinarily, the Company undertakes the annual Board evaluation and risk review processes in the final quarter of its
financial year. However, on 8 September 2025 the Company announced a recommended cash acquisition by Natara Global Limited. Given the
critical nature of this bid and necessary allocation of Board time during the final quarter of FY25 to consideration of the bid, combined with
the complexities which arose out of that transaction – ultimately resulting in the bid lapsing – the Board was unable to undertake the annual
Board evaluation and risk review processes until after FY25 had concluded. The Board expects its annual evaluation and risk review processes
for the current financial year to be undertaken in the ordinary course in FY26.
ANNUAL GENERAL MEETING
The Board is looking forward to welcoming shareholders to the
2026 AGM on 26 March 2026, which is to be held at Investec plc.
We hope that you will be able to attend. Further details are on
pages 148 to 154.
STATEMENT OF COMPLIANCE WITH THE UK CORPORATE
GOVERNANCE CODE
We are subject to and report against the FRC’s UK Corporate
Governance Code (the “Code”), a copy of which can be found at
www.frc.org.uk. The Board is supportive of the standards set out in
the Code and is pleased to report that the Company has applied the
principles and complied with the provisions set out in the Code during
the year under review, save where noted.
Independent 100%
Non-independent 0%
*
For more information please
see the Nomination Committee
Report on pages 77 to 79.
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Corporate Governance Statement continued
ATTENDANCE AT MEETINGS
The attendance of the members of the Board and its committees during the year, against the
number of scheduled meetings they were eligible to attend, is shown below:
Board
2
Audit
Committee
Nomination
Committee
Remuneration
Committee Chair
David
Shannon
Chief Executive
Officer
7/7 N/A N/A N/A
Ryan
Govender
Chief Financial
Officer
7/7 N/A N/A N/A
Vijay
Thakrar
Non-executive
Director and Chair
7/7 N/A 3/3 4/4 Board,
Nomination
Philip
O’Connor
Non-executive
Director
7/7 3/3 3/3 N/A Audit
Christine
Sisler
Non-executive
Director
7/7 3/3 N/A 4/4
Bronagh
Kennedy
Non-executive
Director
6/7 N/A 3/3 4/4 Remuneration
David
Johnston
1
Non-executive
Director
3/3 N/A N/A N/A
In addition to the scheduled meetings indicated above, a further 17 Board meetings and three meetings of the
Remuneration Committee were held throughout the year.
1 David Johnston attended all Board meetings up to his retirement in January 2025.
2 Manprit Randhawa was appointed as a statutory director from 1 January 2026, therefore has not been
included here.
EXECUTIVE DIRECTORS
THE BOARD
Provides strategic leadership to the Group within a framework of strong corporate governance,
efiective controls and a positive culture, which encourages openness and transparency, to deliver
long-term sustainable growth
Audit
Committee
Monitors the
integrity of
nancial reporting
and independence
and objectivity
of the external
auditor
Nomination
Committee
Ensures that
the Board and
committees have
the right balance
of skills, knowledge
and experience
Remuneration
Committee
Determines the
policy for Executive
remuneration;
approves
and monitors
remuneration and
incentive plans for
the Group
Leadership
Teams
Assist the
Executive Directors
in the day-to-
day operational
management
of the Group’s
business
LEADERSHIP AND PURPOSE
ROLE OF THE BOARD
The Board is accountable to shareholders for the effective and entrepreneurial leadership of the Group
in a way which promotes its long-term sustainable success for the benefit of its shareholders, taking into
account the interests of the environment and all stakeholders. It sets the Group’s strategic objectives and
oversees their implementation by the Executive Directors.
OPERATION OF THE BOARD
The Board has a schedule of matters reserved to it for decision and the requirement for Board approval on
these matters is communicated widely throughout the senior management of the Group. These matters,
which are reviewed periodically, include strategy, material capital commitments, commencing or settling
major litigation, business acquisitions and disposals, appointments to subsidiary company boards, risk,
dividend policy, and full and half-year results.
Day-to-day management of the Group is delegated to the Executive Directors, who lead an Executive
Committee with members located in the UK and US. The Executive Directors hold regular meetings with
the Country Manager of the China subsidiary.
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Corporate Governance Statement continued
ROLE OF OUR EMPLOYEE VOICE NEDS
Our Employee Voice NEDs seek to ensure that:
• The interests and feedback of employees are considered in Board
decision-making
• Feedback is provided to the management team, as a standing
agenda item, on all engagement activity and any employee
concerns raised
• Employees are provided with an open channel of communication
with the Board, on a confidential and anonymous basis
• Employee Voice reflects the geography and demographics of the
workforce
• Management report to the Board on actions they have taken as a
result of employee engagement
The sessions, held each year in person or via video conference,
provide an opportunity for all Group employees to meet with either, or
both, Vijay and Christine on a one-to-one basis. Their direct contact
details are also shared with all employees to accommodate those that
would prefer to book an individual appointment, rather than attend a
drop-in session. The sessions are well-attended by a mix of people
from all functions.
Whilst the sessions are confidential, the Board receives anonymised
feedback on key themes to enable them to engage with management
and ensure matters are addressed as appropriate.
INFORMATION AND SUPPORT
Board contact is maintained by way of email, telephone and video
calls with written updates provided in respect of ongoing issues,
enabling regular input from all Board members. To enable the Board
to function effectively and Directors to discharge their responsibilities,
full and timely access is given to all relevant information. In the
case of Board meetings, this consists of a comprehensive set of
papers, including regular business progress reports and discussion
documents regarding specific matters. Board meetings are of
sufficient duration to enable robust debate and discussion, ensuring
adequate analysis of issues during the decision-making process.
If necessary, there is an agreed procedure for Directors to take
independent professional advice at the Group’s expense. This is in
addition to the access each Director has to the Company Secretary.
The Company Secretary is charged by the Board with ensuring that
Board procedures are followed and that there are good information
flows within the Board and its committees and between senior
management and Non-executive Directors.
EMPLOYEE VOICE
During the year, Vijay Thakrar, David Johnston and Christine Sisler
1
were our Chair and Non-executive Directors responsible for workforce
engagement (Employee Voice NEDs) and continued to engage with
colleagues across the Group.
The Board introduced Employee Voice in 2018 in order to provide
employees with direct access to the NEDs to demonstrate the
importance of the views of our employees to the Board.
1 Christine Sisler replaced David Johnston as the Non-executive Director
responsible for workforce engagement following David’s retirement from the
Board in January 2025.
INSIGHT SESSIONS WITH OTHER STAKEHOLDERS
Two Board insight sessions were held during the year. The sessions
included a discussion with a key customer and a session with
Mintel. The sessions provided the opportunity for the Board to
speak to directly to a customer and understand their challenges and
opportunities that Treatt can support on. The session with Mintel
focused on unlocking opportunities in performance nutrition.
SPEAKING UP
The Group-wide Speak Up policy provides employees with a direct
means of contacting the Chair of the Board and the Audit Committee
Chair confidentially, if they feel unable to discuss a matter with their
line manager or a member of senior management. Appropriate
arrangements are in place so that employees of the Group may seek
advice or raise concerns about possible illegal or unethical practices
or matters of integrity.
No concerns were raised under the Speak Up policy during the year.
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CONFLICTS OF INTEREST
The Group has procedures in place for managing conflicts of interest.
If a Director becomes aware that they, or a connected party, have
a potential conflict of interest, or may be interested in any contract
or arrangement to which a Group company is or may be a party,
they should notify the Company Secretary as soon as possible. The
Board must consider and, where appropriate, give clearance to such
potential conflicts of interest (which would include directorships
or other interests in other companies and organisations) following
which, an entry is then made in the register of conflicts, which the
Company maintains for this purpose. In such cases, unless allowed by
the Articles of Association of the Company, any Director with such an
interest is not permitted to participate in any discussions or decisions
relating to the contract or arrangement. Directors have a continuing
obligation to update any changes to conflicts and the Board formally
reviews them annually.
Details of other key directorships held by members of the Board can
be found in the Director profiles on pages 66 to 67.
Vijay Thakrar
Chair
UK
• Would appreciate further clarity
on how all colleagues can
contribute to strategic goals
• Move to regional management
had been welcome, but
improvements could have
been made on transitional
arrangements
• Communication around some
product categories could be
improved
• Would appreciate clarity around
maintenance of institutional
knowledge following the
departure of some long-
serving colleagues
US
• Were supportive of the move
to regional structures
• Would appreciate investment
in outdated software
platforms utilised by multiple
departments
• Significant enthusiasm for
driving innovation
• Would appreciate clarity around
maintenance of institutional
knowledge following the
departure of some long-
serving colleagues
CHINA
• Would appreciate prompt
resolution of process
improvements
• Significant enthusiasm ahead
of the opening of the new
Shanghai facility late in 2025
KEY THEMES FROM EMPLOYEE ENGAGEMENT
Corporate Governance Statement continued
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Corporate Governance Statement continued
ROLES AND RESPONSIBILITIES
Details of the Directors, the positions they hold, and the committees of which they are members are shown on page 70. The Board currently consists of the Non-executive Chair, Vijay Thakrar, and three further
Non-executive Directors together with Manprit Randhawa, Interim Group Managing Director and CFO. The division of responsibility between the Board can be generally defined as set out in the table below:
CHAIR
• Ensures that the Board and its committees are effective
and operate under the highest standards of corporate
governance
• Ensures appropriate delegation of authority from the
Board to executive management and constructive relations
between them
• Chairs Board meetings and sets the agenda
• Enables adequate time for discussion and circulation of
timely and clear information
• Encourages constructive challenge and effective
communication between Directors
• Ensures that the Company maintains a dialogue with its
principal shareholders about strategy, direction, Directors’
and senior managers’ remuneration and is aware of
shareholders’ issues or concerns
• Ensures that employees are able and encouraged to maintain
dialogue directly with the Board
• Ensures that the performance of individual Directors, the
whole Board and its committees are evaluated at least
annually
• Encourages Directors to update their skills, knowledge
and familiarity with the Company, its employees and all
stakeholders as required to fulfil their role
• Agrees the CEO’s personal objectives
• Maintains regular contact with the Non-executive Directors
without the presence of the Executive Directors
CHIEF EXECUTIVE OFFICER
• Develops and implements Group strategy as approved by
the Board
• Recommends the annual budget to the Board for approval
• Ensures strong leadership of the Group
• Sets and promotes the culture of the organisation
• Develops leadership plans for succession and reviews
organisational design
• Manages risk and appropriate mitigation strategies
• Advises and updates the Chair and Board in relation to
key matters
• Maintains relationships with investors and advises the Board
accordingly
• Responsible for day-to-day running of the business
• Manages the operations and resources of the Group
NONffEXECUTIVE DIRECTORS
• Provide independent oversight of the management and
governance of the business
• Provide constructive and objective challenge to Executive
management
• Assist with the development of strategy
• Provide advice to the Board and management and share
knowledge and experience
• Serve on Board committees
• Update and refresh their skills, knowledge and familiarity with
the business
• Appoint and remove Executive Directors
INTERIM CHIEF FINANCIAL OFFICER AND GROUP
MANAGING DIRECTOR
• Responsible for management of the Group’s financial affairs,
including treasury and taxation
• In conjunction with the CEO, recommends the annual budget
• Manages financial risk and appropriate mitigation strategies
• Oversees the finance and IT departments
• Promotes the culture of the organisation
COMPANY SECRETARY AND GENERAL COUNSEL
• Provides advice and support to the Board on governance,
compliance and legal matters
• Responsible for legal, compliance and regulatory matters
relating to the Group
• Provides support for Board meetings and agendas to enable
efficient process and compliance with Board procedures
• Ensures good information flows within the Board and
its committees and between senior management and
Non-executive Directors
• Oversees the legal and governance function
SENIOR INDEPENDENT DIRECTOR
• Provides a sounding board for the Chair
• Serves as an intermediary for the other Directors, when
necessary
• Chairs meetings in the absence of the Chair
• Is available to shareholders to deal with concerns which cannot
otherwise be resolved
• Leads the performance evaluation of the Chair
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Corporate Governance Statement continued
COMMITTEES
The Board has three sub-committees: the Nomination Committee
chaired by Vijay Thakrar, the Audit Committee chaired by Philip
O’Connor and the Remuneration Committee chaired by Bronagh
Kennedy. During the year the Board reviewed the membership of
these committees. Delegation of responsibilities to these committees
ensures that sufficient time is spent on matters within their
responsibility. The Board has decided that, due to its importance,
risk should currently remain as a matter for the full Board and should
not be delegated to a committee. One Board meeting annually is
dedicated solely to key risk matters across the Group. The ESG Board
Advisory Panel provides a dedicated panel of Board members and
others within the business to help drive the ESG agenda and provides
regular updates to the full Board with progress.
Further details of the committees can be found on page 70. The
terms of reference of all the committees can be found on the Treatt
website at www.treatt.com.
INDEPENDENCE
The Board considers that all of the current Non-executive Directors
are independent of management and free of any relationship which
could materially interfere with the exercise of their independent
judgement. More than half of the Board are independent Non-
executive Directors, as defined by the Corporate Governance Code
2018 (the “Code”).
TIME COMMITMENTS
In a typical year there would generally be between six and ten
scheduled meetings each year and additional ad hoc meetings where
business needs require; generally, one meeting a year is held at Treatt
USA. During the year there have been seven formal Board meetings
as well as an additional 17 Board meetings and three Remuneration
Committee meetings due to the complexity and workload generated
by the proposed acquisition by Natara Global Limited. Directors are
required to be available for meetings and the Annual General Meeting
with attendance in person or if necessary, by video conference,
except where prior engagements exist. To facilitate their availability,
meetings are scheduled two years in advance. In addition, regular
contact is maintained between meetings to ensure input from all
Board members in respect of ongoing matters.
It is anticipated that the time commitment required of Non-executive
Directors is up to 30 days a year and more for the Chair. Over the
past year, significantly more time than this has been devoted to
Treatt by all the NEDs and Chair as a result of the profit warnings
issued and the subsequent bid by Natara Global Limited and liaison
with various stakeholders. The service contracts of Non-executive
Directors do not permit them to accept other board appointments
without approval from the Chair, who will consider any potential
conflicts of interest with the Group or potential constraints on time
required to fulfil the commitment to the Company. The Board is
satisfied that the other commitments of all Board members, including
the Chair, do not detract from the extent or the quality of the time
which they are able to devote to the Group.
COMPOSITION, SUCCESSION AND EVALUATION
BOARD COMPOSITION
The Board has commenced appropriate search processes to replace
directors who have recently or are due to step down from the Board
in the near term. As part of this process, it will be ensured that the
composition of the Board has an appropriate balance of skills and
experience to replace the departed/departing Directors’ experience
and skills as appropriate and to meet the Company’s requirements.
The structure of the Board ensures that no one Director is dominant
in the decision-making process and that open debate and discussion
is encouraged. There is a suitable balance between the number of
Executive and Non-executive Directors.
The Board, with support from the Nomination Committee, is fully
committed to enhancing diversity of all types at both Board and
senior management level. Our policy is to ensure that our Board
reflects the markets we serve and to recruit the best possible
candidate for each individual role having regard to qualifications,
experience and business skills, without prejudice to a candidate’s
gender, ethnicity, social background, age, sexual orientation, disability
and other characteristics. Further details on Board diversity are
included in the Nomination Committee Report on page 78.
All Non-executive Directors receive a fixed fee for their services.
However, in exceptional circumstances, where significant additional
time commitment is required, a Non-executive Director may, if
approved by the Board or Remuneration Committee, be paid an
additional fee in accordance with the remuneration policy. No such
additional fees were paid in the year (2024: nil).
APPOINTMENTS TO THE BOARD
A formal and rigorous process is undertaken for the search and
selection of appropriate candidates for Board vacancies, details
of which are set out in the Nomination Committee Report on
pages 78 and 79.
INDUCTION AND DEVELOPMENT
On appointment Directors are provided with access to relevant
training and advice in respect of their role and duties as a public
company director. All new Directors receive an induction to acquaint
themselves with the Group. This takes the form of site tours,
meetings with other Board members and senior management and the
provision of a comprehensive induction pack, which contains general
information about the Group, its structure and key personnel, together
with copies of relevant policies and procedures, financial information
and briefings with our brokers on Directors’ responsibilities and
corporate governance.
The Chair is responsible for ensuring that all Non-executive Directors
receive ongoing training and development and our Directors
understand the need to keep themselves properly briefed and
informed about current issues. Regular updates on regulatory and
legislative developments are provided to the Board by the Company
Secretary and external advisers.
REffELECTION
Directors wishing to remain on the Board offer themselves for re-
election annually. Following the annual evaluation of the Board and
its committees, the Nomination Committee has determined that the
Directors standing for re-election at the Annual General Meeting
continue to be effective, hold recent and relevant experience and
continue to demonstrate commitment to the role.
FOR DETAILS ON THE GROUP APPROACH TO DIVERSITY
See page 78
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Corporate Governance Statement continued
EVALUATION
As in previous years, the Board evaluation in respect of FY25
encompassed a review of the effectiveness of the Board, its
committees, each Director and the Chair. The review took the form
of a questionnaire and feedback was sought from all the Board
members. The questionnaire sought input on a range of matters
including board composition and skills, diversity of thinking, board
meetings and information quality and board responsibility and role
clarity. Each director was also invited to attend an individual meeting
with the Chair in order to discuss any relevant matters they wished to
be considered as part of the ongoing review, as well as an individual
meeting with the Senior Independent Director in respect of the
evaluation of the Chair.
The outcome of the evaluation was discussed by the Board. The
review identified a number of areas of focus for the Board and its
committees. In particular, in light of the significant change in the
composition of the Board during and after the reporting period,
significant attention will be given to ensuring that new Directors
individually, the Board as a whole, and constituent members and
chairs of Board committees have an experience and skill profile which
replaces that of departing Board members and which meets the
Company’s needs in the short and longer-term. Additionally, during
the course of FY26, once the composition of the Board is more
settled, it will develop an action plan in response to the opportunities
identified by the evaluation to improve the overall effectiveness of
the Board.
WHAT THE BOARD DID DURING THE YEAR
The Board met formally seven times in the year with meetings
scheduled around events in the corporate calendar such as the full,
and half-year results, year-end and the AGM. Standing agenda items
include updates from the CEO on performance of the business
against strategic objectives, a review of the financial and trading
position from the CFO, and updates on health and safety, people,
sustainability, commercial, supply chain, manufacturing, innovation,
quality, and legal and governance matters.
In addition to these regular items, specific areas of focus for the
Board during the year included:
NATARA GLOBAL LIMITED
• Undertook an additional 17
Board meetings prior to the
announcement of the offer on
6 September 2025
STRATEGY AND BUSINESS
DEVELOPMENT
• Reviewed the refresh of the
Group’s strategy led by the CEO
and Director of Strategy and
Corporate Development
• Received regular updates on
progress of the sustainability
strategy
FINANCIAL
PERFORMANCE
• Regularly reviewed the trading
performance of the business and
updated the market as required
• On the recommendation of the
Audit Committee, reviewed and
approved the 2024 Annual
Report and the 2025 half-year
results
• Approved the 2026 budget and
capital investment proposals
• Reviewed the Group forecasts,
net debt levels, facility headroom
and covenants and working
capital
• Approved the recommendation of
the final dividend for 2024 and
the interim dividend for 2025
GOVERNANCE
AND RISK
• Undertook an internal Board
evaluation and committee
evaluations
1
• Reviewed and approved the
annual modern slavery statement
and other Board policies
• Six-monthly review of the Board
risk register
• Held a meeting dedicated to the
discussion of risk and undertook
a deep dive into several key risk
areas and a review of the risk
appetite
• Received reports on investor
feedback and stakeholder
engagement
• The Senior Independent Director
undertook a review of the Chair
1
• the Board received updates
regarding the Economic Crime and
Corporate Transparency Act 2023
OPERATIONAL
PERFORMANCE
• Received reports and
presentations from
management on the
performance of each of our
product categories and other
matters of material importance
to the Group
• Received presentations from
UK and US sales on pipeline
opportunities and recent wins
and proposed activities to grow
revenues
• Received updates on
opportunities in China and
progress on the Shanghai
Commercial and Innovation
Centre
PEOPLE
• Appointed an Interim CFO
• Provided oversight on key
remuneration matters for senior
management and staff
• Provided oversight of the
formation of the Executive
Committee
• Reviewed the actions taken by
management in response to
Employee Voice feedback
• Reviewed the results of
engagement surveys undertaken
across the business and other
cultural indicators and actions
taken
• Approved the SIP, RSU, SAYE and
ESPP share awards
1 For further details regarding timings please see page 69.
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HOW THE
BOARD
MONITORS
CULTURE
CULTURAL INDICATORS
Good governance is driven from both
the operation of the Board and from
the culture of the organisation in the
way our employees conduct themselves
each day, reflected in the following data:
• health and safety metrics
• employee turnover
• Speak-Up incidents
• breach of Group policies
• employee feedback through
quarterly Pulse surveys
• stay and exit interviews
PROFESSIONAL DEVELOPMENT
During the year our colleagues have spent an average of 9.5
hours per person globally undertaking professional development
training.
CULTURE AMBASSADORS
Via regular updates to the Executives, the voices of our people
are being heard by management and the Board.
EMPLOYEE ENGAGEMENT
During the course of the year
participants welcomed the opportunity
to interact with Board members
through both individual Employee Voice
sessions and wider Board engagement
activities that included time with
departments and individuals to gain
oversight of projects and functional
activities. Further details can be found
on pages 71 and 72.
ALL-EMPLOYEE SHARE SCHEME
TAKEffUP
An indicator of employee commitment
to Treatt, its strategy, performance and
culture:
• UK Partnership Shares take-up
December 2024: 36% (2023:
35%
1
)
• Group Share Save Scheme take-up
in July 2025: 31% (2024: 39%
2
)
INVESTING IN OUR CULTURE
This report was approved by the Board on 19 January 2026.
Nick Hartigan
General Counsel and Company Secretary
19 January 2026
1 Compared to an average participation rate of 29% (Proshare SAYE & SIP report 2024).
2 Compared to an average participation rate of 32% (Proshare SAYE & SIP report 2024).
Workforce Engagement
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DEAR SHAREHOLDER,
ROLE AND RESPONSIBILITIES
The committee is responsible for reviewing the structure, size,
composition and diversity of the Board and memberships of the
Board’s committees as well as recommending appointments to the
Board. The committee’s focus and discussions are communicated to
the Board following each meeting.
More details are contained in the committee’s terms of reference
which are reviewed annually and can be viewed on the Group’s
website.
MEMBERSHIP AND MEETINGS
Throughout the reporting period membership of the committee has
remained consistent, comprising the Chair and two independent
Non-executive Directors. Detailed biographies of the committee are
available on pages 66 and 67. Other Directors and members of
management attend meetings by invitation as required.
The committee meets a minimum of three times per annum, and
on an ad hoc basis as required. In 2025 there were three formal
meetings and two ad hoc meetings. Individual Director attendance is
shown on page 70.
EVALUATION AND COMPOSITION
The committee supports the Board Chair in reviewing the composition
of the Board and its committees by way of annual evaluation. The
Board completes a skills matrix and reviews a matrix which is used
to monitor the skills and expertise of each Director to ensure that the
Board’s overall skill set is balanced and relevant.
The contents of the skills matrix are reviewed annually and identify
opportunities for further training as well as any gaps in expertise
which feeds into Board succession planning and ensures the Board
has a combination of complementary and diverse set of strengths
and experience. In the reporting period, a review was undertaken
of the Board’s individual skills and experience along with an
internal evaluation of the Board and its committees. The results are
summarised on page 75.
FOR DETAILS REGARDING THE BOARD EVALUATION PROCESS
see pages 69 and 75
NOMINATION COMMITTEE
MEMBERS
Vijay Thakrar
Board Chair
Philip O’Connor
1
Non-executive Director
Bronagh Kennedy
2
Non-executive Director
Nomination Committee Report
MEETINGS
IN THE YEAR
3
MEETING
ATTENDANCE
100%
NOMINATION COMMITTEE EXPERIENCE
Finance 2
Management 3
Industry 1
ESG 2
HR 1
Legal 1
1 Philip O’Connor will step down from the Board on 28 February 2026.
2 Bronagh Kennedy will step down from the Board on 31 January 2026.
Vijay Thakrar
Chair – Nomination
Committee
As Chair of the Nomination Committee
I am pleased to present our report
on the committee’s activity during
reporting period 2025.”
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PRINCIPAL AREAS OF NOMINATION COMMITTEE FOCUS IN 2025
Theme Principal areas of the committee’s focus Outcomes
APPOINTMENTS
The committee is responsible for recommending all Board
appointments as noted in the Corporate Governance
Report
The committee undertook a robust CFO search process during the reporting period. Due to the proposed acquisition by Natara
Global Limited this process was halted prior to its conclusion as the committee felt it was not able to recommend an appointment
to the Board due to the uncertainty caused by a possible acquisition. Therefore the committee agreed to undertake a search for
an interim CFO. Page Executive* was engaged as a search partner and Manprit Randhawa’s appointment was announced on 8
September 2025. Manprit was able to spend a few weeks working alongside Ryan Govender, prior to Ryan stepping down on 30
September 2025, to ensure an orderly transition.
The CFO search will re-commence in FY26.
*Page Executive has previously provided recruitment services to Treatt but has no other connection to individual Directors or the
Company.
SUCCESSION PLANNING
The committee supports the Board and Executive
leadership in ensuring the Company has succession plans
in place for Board and Executive leadership positions
As part of a broader Board discussion the committee undertook a succession and talent review during the year led by our Human
Resources Director which considered how talent is identified and developed across the Group, in line with Corporate Governance
Code principles of appointments and succession plans being built around merit and objective criteria whilst promoting inclusion,
diversity and equal opportunity. A development potential model was launched alongside a diagnostic tool which feeds into
performance reviews and succession planning across the Group.
Further information on succession planning can be found on page 74.
RECRUITMENT
The committee oversees all Board recruitment. Board
recruitment remained a key focus for the committee
during the period
As well as overseeing the process to appoint a new CFO, following Ryan Govender’s resignation, the committee undertook a tender
process to appoint a recruitment partner to support with both the CFO recruitment and interim CFO appointment.
DIVERSITY
The Board recognises the benefit of appropriate diversity
to support its strategic objectives and provide a variety
of thinking.
The Board has a Board Diversity Policy (a copy of which is available at https://www.treatt.com/about-us/accreditations),
the principal elements of which are reflective of the UK Listing Rule targets on diversity and inclusion:
at least 40% of Board membership to be female
at least one female in a senior Board role
at least one Board member to be from a minority ethnic background
The Board is mindful that it has yet to achieve a balance of 40% of females on the Board or in a Senior Board role. During the
course of FY25 there were no appointments to the Board and in light of the size of the Board and Company, the Board does not
believe it would be appropriate to recruit further Directors at this point in time to meet the target. Whilst we have female members
on the Executive Committee, the Board’s aim is to continue to work towards more female representation on the Board. During FY25
on ethnicity, the Board notes two of its Directors were from a non-white background.
The Board will continue to be cognisant of the interests of the Group and its stakeholders and will continue to seek to ensure that
current levels of diversity are maintained as part of the Company’s Board succession planning and that emphasis is placed on
diversity of thought.
Further information on the Board’s approach to diversity across the Group can be found on page 31. The Company’s adherence to
Listing Rule 6.6R(9) can be seen in the tables on page 79.
GOVERNANCE
The committee operates under terms of reference which
are available on the Company’s website
The terms of reference are comprehensively reviewed on an annual basis.
Nomination Committee Report continued
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Nomination Committee Report continued
ACTIVITIES DURING THE YEAR
• The committee oversaw the recruitment process of a new CFO
• The committee oversaw the appointment of an interim CFO
• Continued review and development of the Board and its committees. See page 78 for further
information
• Oversight of Board and Executive Committee succession and resilience planning with focus on short,
medium and long-term planning and development of internal talent pipeline
• Engagement with the wider workforce through Employee Voice sessions held with colleagues across
the Group. Further details are set out on page 53 within Section 172
• Annual review of the committee’s terms of reference
• Internal review of the effectiveness of the committee
FOCUS FOR NEXT YEAR
• Appointment of a CEO
• Appointment of a CFO
• Appointment of new Non-executive Directors and to consider the balance of the Board as a whole,
given the Company’s needs going forward
• Continuing review and development of Board and committee membership
• External Board evaluation to be considered, as appropriate
• Continued development of leadership team resilience and succession plans and support to the
Executive Directors on structure/organisation design matters
SEE PAGE 78
For more detail on the Board’s approach to diversity across the Company
NUMERIC DATA UK LISTING RULE 6.6.6
In accordance with Listing Rule 6.6.6 (10) sex and ethnicity data in the format set out in UKLR 6 Annex 1
as at 30 September 2025 is set out within the accompanying table.
Board members and senior management complete a diversity monitoring form to confirm which of the
categories set out below they identify with.
BOARD AND EXECUTIVE COMMITTEE COMPOSITION AS AT 30 SEPTEMBER 2025
Sex
Number
of Board
Directors
Percentage of
the Board
Number
of senior
positions on
the Board
(CEO, CFO,
SID and Chair)
Number in
Executive
Committee
Percentage
of Executive
Committee
Men 4 66% 4 4 66%
Women 2 34% 0 2 34%
Not specified/prefer not to say 0 0 0 0 0
Ethnicity
Number
of Board
Directors
Percentage of
the Board
Number
of senior
positions on
the Board
(CEO, CFO,
SID and Chair)
Number in
Executive
Committee
Percentage
of Executive
Committee
White British or other white
(including minority-white
groups) 4 66% 2 5 83%
Mixed/multiple ethnic groups 0 0 0 0 0
Asian/Asian British 2 34% 2 0 0
Black/African/Caribbean/Black
British 0 0 0 0 0
Other ethnic group 0 0 0 1 17%
Not specified/prefer not to say 0 0 0 0 0
Vijay Thakrar
Chair – Nomination Committee
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DEAR SHAREHOLDER,
MEMBERSHIP, INDEPENDENCE AND EXPERIENCE
Treatt’s Audit Committee, comprising two independent Non-executive
Directors’, reflects Code requirements for a smaller listed company.
The committee acts independently of management and the Board has
determined its members have the appropriate skillset of experience,
knowledge and professional qualifications within competencies
relevant to Treatt’s business. The committee’s purpose is to supervise
and challenge management’s approach to the preparation of financial
results and disclosures.
PRINCIPAL AREAS OF FOCUS DURING THE YEAR
• Financial management, reporting and accounting issues
• Financial and non-financial disclosures
• Significant judgements and estimates
• Oversight of financial controls
• Oversight of external audit
MEETINGS
The committee met formally three times during the year. The auditor
attended two of these meetings other than when their appointment
or performance was being reviewed. The Board Chair, CEO, CFO and
other senior members of the finance team attended meetings when
required by invitation. The committee has discussions at least twice a
year with the auditor without management being present.
The committee chair also meets informally with, and has access to,
the CFO to discuss matters considered relevant to the committee’s
duties and maintains a dialogue with the audit partner.
The main responsibilities of the committee are:
• To review the Group’s Annual Report and any formal
announcements relating to the Group’s financial performance and
to report to the Board on significant financial reporting issues
and judgements contained therein, having regard to matters
communicated to it by the auditor
• To review the content of the Annual Report and advise the Board
on whether as a whole it is fair, balanced and understandable and
provides the information necessary for shareholders to assess the
Group’s performance, business model and strategy
• To oversee the relationship with the auditor and assess the
effectiveness of the external audit process, including making
recommendations to the Board on their appointment, remuneration
and terms of their engagement as well as monitoring the auditor’s
independence and objectivity
• To make recommendations to the Board on the requirement
for an internal audit function. To ensure that procedures are in
place whereby employees of the Group may, in confidence, raise
concerns about possible improprieties in matters of financial
reporting or other matters. The Group has arrangements in place
for the proportionate and independent investigation of such
matters and for appropriate follow-up action
AUDIT COMMITTEE
MEMBERS
Philip O’Connor
1
(Chair)
Non-executive Director
Christine Sisler
Non-executive Director
Audit Committee Report
MEETINGS
IN THE YEAR
3
MEETING
ATTENDANCE
100%
AUDIT COMMITTEE EXPERIENCE
Finance 2
Management 2
Industry 2
Operations 1
As Chair of the Audit Committee I am
pleased to present an overview on the
committee’s activity and responsibilities
during reporting period 2025.”
Philip O’Connor
Chair – Audit
Committee
1 Philip O’Connor will step down from the Board on 28 February.
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Audit Committee Report continued
PRINCIPAL AREAS OF AUDIT COMMITTEE FOCUS IN 2025
FINANCIAL AND NONffFINANCIAL REPORTING
Matter Role of the committee Outcome
FINANCIAL DISCLOSURES
During the year the committee and the Board monitor the integrity of any externally published
announcements relating to the Group’s financial performance.
In respect of the Annual Report, members of the committee review early drafts to keep
appraised of its key themes and to raise any issues early in the process. The 2025 Annual
Report was reviewed at a committee meeting in January 2026 and following challenge and
debate the committee was content with the appropriateness of the accounting policies
adopted, and that the key judgements applied, which where possible, are supported by
external advice or other corroborative evidence, are reasonable and therefore agreed with
management recommendations.
Additional reports are requested from management particularly where a significant element of
judgement is required. The committee has regular contact with the audit partner without the
presence of the Executive Directors’.
SIGNIFICANT JUDGEMENTS
AND ESTIMATES
The committee receives reports from management on the significant accounting and financial
reporting matters and judgements involved in the preparation of the financial statements.
Amongst the matters considered by the committee in relation to the Group’s 2025 Annual
Report were:
• Revenue recognition
• Inventory existence, valuations and provisions
• Onerous contract provision
• Bonus accrual
• Share-based payments
• Tax
DEFINED BENEFIT
PENSIONflSCHEME
The committee receives regular updates from management regarding the defined benefit
pension scheme.
The choice of discount rate, inflation rate and life expectancy basis could materially affect the
level of surpluses in the defined benefit pension scheme (the “Scheme”). The most recent
actuarial valuation at 1 January 2024 was signed off in August 2024 and showed the Scheme
to be in a funding surplus. The funding update at the year-end date calculated by the Scheme
actuary, Barnett Waddingham, in accordance with IAS 19, showed that the Scheme remained
in a funding surplus for accounting purposes.
The Board considered the choice of assumptions used to calculate the Group’s pension
surplus, in accordance with IAS 19, including whether the assumptions used were in
accordance with advice received from Barnett Waddingham and that these assumptions
had been critically reviewed by the auditors. Following review of legal advice the Board was
assured that no future funding was required.
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Audit Committee Report continued
EXTERNAL AUDIT
Matter Role of the committee Outcome
APPOINTMENT AND REff
APPOINTMENT OF EXTERNAL
AUDITOR
The Audit Committee is committed to ensuring the independence, effectiveness and objectivity
of the external auditor, and reviews the performance of the external auditor in respect of
audit-related services and non-audit services every year.
The Group undertook a competitive external audit tender process in 2020 and BDO LLP
(BDO) was selected as the Group’s external auditor with effect from 29 May 2020.
During the reporting period, BDO continued to provide external audit services to the
Group. Tracey Keeble was the partner for BDO on the audit of Treatt for the year ended 30
September 2024 and for the previous four years. Tracey Keeble stepped down as audit
partner following the end of her tenure of five years and Ian Clayden was appointed.
Prior to Ian Clayden’s appointment as audit partner, the committee requested that there be
continuity within the audit team following the conclusion of Tracey Keeble’s tenure. The BDO
team has included the same Senior Manager since BDO was appointed.
The level of non-audit fees and their effect on the auditor’s independence or objectivity is also
considered on a regular basis. The split between audit and non-audit fees for the year under
review appears in note 5 to the financial statements.
The committee has a policy for the provision of non-audit services by the Company auditor,
which is aligned with the requirements of the UK Financial Reporting Council’s Ethical
Standards (revised in 2024). The policy ensures that objectivity and independence are not
compromised. Under the policy, all non-audit services to be contracted with the external
auditor will require the approval of the committee. Apart from other assurance services, as
set out in note 5 to the financial statements, BDO has not provided any non-audit services
to the Group and when considering the use of the auditor to undertake such assignments,
consideration will be given at all times to the provisions of the FRC Guidance on Audit
Committees with regard to the preservation of independence.
BDO has indicated its willingness to continue in office therefore the Audit Committee
recommended to the Board that BDO be reappointed and resolutions are to be proposed at
the Annual General Meeting for the reappointment of BDO LLP as auditors of Treatt PLC and
its subsidiaries, and to authorise the Board to fix their remuneration.
The remuneration of the auditors for the year ended 30 September 2025 is disclosed in note
5 of the financial statements.
EXTERNAL AUDITOR
ASSESSMENT
The committee oversees the relationship with the external auditor and is responsible for
monitoring the independence, objectivity and compliance with regulatory and professional
requirements.
An assessment was undertaken during the year, which sought the views of senior
management and considered whether:
• The audit was delivered in a timely manner against the agreed plan, underpinned by a risk
identification process
• The auditor provided robust and perceptive advice on key areas of judgement and
technical issues
• The auditor demonstrated a high level of technical expertise
• Whether there was sufficient continuity within the audit team
• Adherence to independence, policies and other regulatory requirements
The committee was satisfied these requirements were met and that BDO was committed to
perform high-quality work and was committed to strengthen audit quality in response to the
FRC’s Audit Quality Review for the 2023/24 annual review.
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Audit Committee Report continued
INTERNAL CONTROLS AND RISK MANAGEMENT
Matter Role of the committee Outcome
RISK MANAGEMENT
Considered reporting requirements under the UK Corporate Governance Code 2018 and
2024, and FRC guidance and ensured adherence where applicable.
During reviews of risk during the year, the latest of which was in November 2025*, the Board
determined that responsibility for risk management and monitoring the effectiveness of internal
controls remains with the Board, rather than being delegated to the committee. The Board
also continues to retain responsibility for reviewing the assumptions underlying both the
going concern and longer-term viability statements made in the Annual Report (as set out on
pages 64 and 65). Delegation of risk matters to the Board will remain under review each year.
The Group’s principal risks and uncertainties are set out on pages 58 to 63.
INTERNAL CONTROLS
The committee annually reviews the requirement for an internal audit function. During the year an experienced financial accountant was recruited to focus on Group internal
controls. The Board received updated findings and recommendations at its recent risk review
in November concerning the scope of the work undertaken to date, future planning and
timelines.
* For further details regarding timing of the Board review of risk please see page 69.
EFFECTIVENESS OF THE COMMITTEE
Matter Role of the committee Outcome
THE COMMITTEE ANNUALLY
REVIEWS ITS EFFECTIVENESS
The effectiveness of the committee was considered as part of the internal Board evaluation
and reviewed as part of the committee’s own self-review process. Further details regarding the
internal Board evaluation can be found on pages 69, 75 and 79.
The committee was considered to have operated effectively during the year, providing robust
challenge to the business.
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Audit Committee Report continued
ACTIVITIES SINCE THE LAST REPORT
• Reviewed and reported to the Board on the half-year report and
trading updates
• Met with the audit partner to approve the audit plan and
identification of risks
• Considered the succession of the audit partner following the
conclusion of her tenure and ensured continuity with the BDO
audit team
• Reviewed the auditor’s findings, management’s responses and
ensured robust challenge
• Reviewed the auditor’s performance and the audit process to
ensure that they remain objective and independent
• Approval of the fees paid to the auditors for the audit
• Reviewed and reported to the Board on the Group’s Annual
Report for 2025 to ensure that, taken as a whole, it was fair,
balanced and understandable. This included consideration of a
report from the auditor on their audit and review of the financial
statements, significant financial reporting issues and judgements
contained therein, and discussions with management
• Reviewed the clarity and completeness of the treatment and
disclosure of exceptional items and alternative performance
measures
• Reviewed the operation of the policy on the provision of
non-audit services by the external auditor and approving any
such work undertaken
• Reviewed the performance of the committee
• Reviewed the terms of reference of the committee
The 2025 Annual Report was reviewed at a committee meeting
in January 2026 and following consideration and debate the
committee was content with the appropriateness of the accounting
policies adopted, and that the key judgements applied, which are
where possible, supported by external advice or other corroborative
evidence, are reasonable and therefore agreed with management
recommendations.
FUTURE PLANS
• Oversight, in conjunction with the Board, of new
corporate governance requirements and provision
29 disclosures
• Further develop the Board’s risk appetite
• Continue to receive updates regarding the defined
benefit pension scheme
• In conjunction with the Nomination Committee and
Board, oversee the appointment of a Chief Financial
Officer
• To continue to receive updates regarding the
progression of internal controls and the Economic
Crime and Corporate Transparency Act 2023
FAIR, BALANCED AND UNDERSTANDABLE
In assessing whether the Annual Report, taken as a whole, is fair,
balanced and understandable and provides the information necessary
for shareholders to assess the Group’s position and performance,
business model and strategy, the committee seeks to ensure that:
• An experienced team is responsible for co-ordination of content,
which is subject to a detailed cross-functional review
• Senior management confirm that the content in respect of their
areas of responsibility is considered to be fair, balanced and
understandable
• The committee receives timely drafts of the Annual Report to
enable early review and comment
These processes, together with its own review, allow the committee
to provide assurance to the Board to assist them in making the
statement required by the UK Corporate Governance Code.
Additionally, the committee reviewed compliance with the disclosure
requirements on Directors’ remuneration and the Strategic Report.
EFFECTIVENESS OF THE COMMITTEE
The effectiveness of the committee was considered as part of the
internal Board evaluation and reviewed as part of the committee’s
own processes. The committee received positive feedback and it was
agreed that the committee had worked effectively. It was agreed that
the priority was to appoint a suitable audit committee chair replacing
the departing experience and skills as appropriate and to meet the
Company’s ongoing requirements. Further details regarding the
internal Board evaluation can be found on pages 69 and 75.
Philip O’Connor
Chair – Audit Committee
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DEAR SHAREHOLDER,
THE CHAIR’S REMUNERATION COMMITTEE REPORT
On behalf of the Board, I am pleased to present the Remuneration
Committee Report for the financial year ended 30 September 2025.
REMUNERATION IN CONTEXT
The Group continues to operate within a complex trading
environment. As referenced throughout this year’s Annual Report,
Treatt has experienced various challenges over the year and finished
in line with its twice-revised-down market expectations for FY25, with
profit before tax and exceptional items (PBTE) of £10.3m. Despite
the testing trading environment, throughout the year the Group made
good progress on important strategic initiatives which we believe will
position the Group for a return to a positive growth trajectory.
• The Group’s profit before tax and exceptional items was £10.3m
(2024: £18.5m restated)
• Adjusted basic earnings per share (EPS) decreased to 13.40p
(2024: 23.58p restated)
• Dividend per share reduced to 5.60p (2024: 8.41p)
THIS DIRECTORS’ REMUNERATION REPORT
CONSISTS OF TWO SECTIONS:
• The Chair’s Remuneration Committee Report summarises
the focus and outcomes of the Remuneration Committee’s
work in 2025 and our approach to remuneration, key
decisions made and the context for those decisions on
pages 87 and 88
• The Annual Report on Remuneration, which is subject to
an advisory shareholder vote at the 2026 AGM, sets out
the details of payments made to Directors in respect of
the year ended 30 September 2025 on pages 87 to 90
REMUNERATION
COMMITTEE MEMBERS
Bronagh Kennedy
Chair
Non-executive Director
Vijay Thakrar
Board Chair
Christine Sisler
Non-executive Director
Directors’ Remuneration Report
MEETINGS
IN THE YEAR
4
MEETING
ATTENDANCE
100%
REMUNERATION COMMITTEE EXPERIENCE
Finance 2
Management 3
Industry 1
ESG 2
HR 1
Operations 1
Legal 1
As Chair of the Remuneration Committee
I am pleased to present our Remuneration
Committee Report.”
Bronagh Kennedy
Chair – Remuneration
Committee
During the year the committee had to consider potential remuneration
treatments (particularly for the Group’s share plans) in relation to the
proposed recommended cash acquisition of Treatt PLC by Natara
Global Limited, although this did not ultimately proceed. Details of
the proposed treatments were summarised in the related Scheme of
Arrangement document.
There were no changes to the Executive Directors’ remuneration
during the year.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
EMPLOYEE EXPERIENCE
The committee is cognisant of ongoing cost-of-living challenges for
some of the Treatt workforce and has worked to support the Board
and Executive Committee to ensure that working at Treatt is an
attractive prospect for all colleagues. In this regard the committee
approved a 3% pay review for the majority of US and UK colleagues,
effective 1 October 2025. The committee supports the various
workforce initiatives (described further in the s172 report on pages
53 and 54) that have been launched during the year, including
meaningful enhancements to the performance management process
and wellbeing support activities.
Treatt has operated a Save As You Earn scheme (SAYE), a Share
Incentive Plan (SIP), as well as US equivalent plans, since 2002 and
2014 respectively which allow eligible employees to invest in the
business. As has been our practice since 2014, we will again be
offering free SIP shares to all UK and US qualifying employees to a
value of £700 and $1,000 respectively. During the year SAYE and US
equivalent ESPP option plans were approved to enable colleagues to
save towards a purchase of Treatt shares. Both plans align employee
and stakeholder interests in Group performance and encourage
retention amongst the Group’s workforce.
BOARD CHANGES
In the period since our last Directors’ Remuneration Report, there
have been a number of changes within our Executive Director team,
each of which has been announced to the market.
• On 24 March 2025, Ryan Govender resigned although Ryan
continued to act as our CFO until his departure on 30 September
2025.
• On 25 November 2025, we announced that David Shannon would
step down from his role as CEO on 31 December 2025.
• On 8 December 2025, we announced that Manprit Randhawa has
been appointed as Interim Group Managing Director, becoming a
Director of the Company as at 1 January 2026.
• In this report we have made appropriate disclosures regarding the
remuneration treatments of all of these changes to our Board.
• As Ryan served throughout our financial year ending 30
September 2025, full details of all payments made to Ryan in the
financial year are disclosed in our Single Figure Table. Ryan was
not eligible to receive a pro-rated bonus payment for FY25 and in
addition all LTIPs previously awarded to Ryan have lapsed.
• Details of the remuneration treatments related to David’s
departure are summarised in the section “Payments to past
directors” on page 90.
• Details of the remuneration for Manprit as Interim Group
Managing Director and Interim CFO are disclosed within the table
summarising the proposed implementation of our policy in FY26.
PERFORMANCE AND REWARD OUTCOMES FOR 2025
ANNUAL BONUS
The 2025 Executive bonus outcome was 0%. This outcome was
dictated by failing to reach the minimum performance threshold
over which bonuses may become payable. Bonus outcomes were
discussed with the Audit Committee.
LONGffTERM INCENTIVE PLAN LTIP AWARDS
There were no LTIPs held by Executive Directors that vested in 2025.
There will be no LTIPs held by Executive Directors due to vest in 2026.
As we are required to confirm by the UK Directors’ Remuneration
Report regulations, the committee confirms that it exercised what
it regards as normal commercial judgement in respect of Directors’
remuneration throughout the year (and in all cases in line with the
Directors’ remuneration policy approved at the 2025 AGM), including
in relation to:
• Setting performance metrics for normal course annual bonuses
and LTIPs in the year
• Confirming the outcome of performance metrics for annual
bonuses and LTIPs in the year (no LTIPs to vest)
There were no other exercises of judgement or discretion by the
committee.
LOOKING AHEAD TO 2026
The proposed offer for the Group by Natara Global Limited (and
eventual lapsing of this offer) allowed opportunity for the committee
to reflect on the continuing appropriateness of remuneration
structures. The Remuneration Committee’s present intention is to
continue to apply our remuneration policy consistently with how this
has operated in past years, and no material changes to the operation
of our annual bonus plan and our LTIPs are proposed for our financial
year to 30 September 2026.
CONCLUSION
During the year the Remuneration Committee has considered
the experiences of all key stakeholders, as well as overall Group
performance, when making decisions on Executive pay. It believes
that the 2025 outcomes on pay are a fair reflection of the Company’s
performance during the period. We are happy to receive feedback
from shareholders at any time in relation to our remuneration policy
and hope to receive your support for the resolution to approve the
Directors’ Remuneration Report at the forthcoming AGM.
Although I will be stepping down as the Remuneration Committee
Chair on 31 January 2026, I would like to wish all the absolutely
brilliant, amazing people at Treatt all the very best. I would also like to
thank everyone who has so ably supported me in this role.
Bronagh Kennedy
Chair – Remuneration Committee
Directors’ Remuneration Report continued
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IMPLEMENTATION REPORT
MEMBERSHIP AND MEETINGS
Current membership is Bronagh Kennedy (Chair), Vijay
Thakrar and Christine Sisler. All members of the Remuneration
Committee are considered to be independent.
The committee met four times formally during the course of the
year with an additional three meetings convened to consider
the proposed acquisition by Natara Global Limited.
ROLE AND RESPONSIBILITIES
The committee operates under terms of reference, which are
reviewed annually and are available on the Group’s website.
The main responsibilities of the Remuneration Committee
are to:
• Set the remuneration policy for all Executive Directors,
the Chair and Non-executive Directors including, where
appropriate, bonuses, share-based incentive schemes and
post-retirement benefits
• Determine the remuneration packages for the Executive
Directors, the Chair and senior management, which includes
the Company Secretary
• Approve the design of, and determine targets for, any
performance-related incentive schemes operated by the
Group and approve the total annual payments made under
such schemes (after consideration by the Audit Committee)
• Review the design of all share incentive plans requiring
approval by the Board and shareholders. For any such plans,
the committee shall determine each year, taking into account
the recommendations of the CEO as appropriate, whether
awards will be made and, if so, the amount of such awards
to the Executive Directors, senior management and other
key employees, and any performance targets to be used.
ACTIVITIES SINCE THE LAST REPORT
• Approval of the 2025 Directors’ Remuneration Report
• Approved the award to UK and US colleagues of SAYE, SIP,
ESPP and RSU share schemes
• Received updates regarding enhancements made to the
performance management framework during the year
• Agreed the treatment of bonuses for FY25
• Granted options to Executive Directors, senior management and
other business-critical employees under the LTIP
• Reviewed salary and fee levels for the Executive Directors and
Chair respectively, and agreement of salary and fee increases for
the 2026 financial year
• Determined the salary increases of members of the Executive
Committee for the 2026 financial year
• Considered workforce remuneration and related policies to
ensure alignment of incentives, as set out below
• Reviewed the quality of the advice received from FIT
Remuneration Consultants and whether it was objective
and independent
• Reviewed Executive Directors’ shareholdings against the
requirements of the Share Retention Policy
• Reviewed the terms of reference of the Remuneration Committee
• Reviewed the performance of the Remuneration Committee
• Considered remuneration treatments in the context of the offer
by Natara Global Limited
In addition, the committee has ensured that the policy and the
Group’s remuneration practices are consistent with the six factors
set out in Provision 40 of the Code:
Clarity – Our policy is well understood by our senior Executive
team and has been clearly articulated to our shareholders and
representative bodies.
Simplicity – The committee is mindful of the need to avoid overly
complex remuneration structures which can be misunderstood and
deliver unintended outcomes. Therefore, a key objective of the
committee is to ensure that our executive remuneration policies and
practices are straightforward to communicate and operate.
Risk – Our policy has been designed to ensure that inappropriate
risk-taking is discouraged and will not be rewarded via (i) the
balanced use of both annual incentives and LTIPs, (ii) the significant
role played by shares in our incentive plans (together with LTIP
holding periods and in-employment and post-cessation shareholding
guidelines) and (iii) malus/clawback provisions within all our
incentive plans.
Predictability – Our incentive plans are subject to individual caps,
with our share plans also subject to market standard dilution limits.
The weighting towards use of shares within our incentive plans
means that actual pay outcomes are highly aligned to the experience
of our shareholders.
Proportionality – There is a clear link between individual awards,
delivery of strategy and our long-term performance. In addition, the
significant role played by incentive pay, together with the structure
of the Executive Directors’ service contracts, ensures that poor
performance is not rewarded.
Alignment to culture – Our executive pay policies are fully
aligned to Treatt’s culture through the application of our developed
remuneration principles which were widely reviewed by our Board
before being settled.
Directors’ Remuneration Report continued
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Overview Strategic Report Corporate Governance Financial Statements Other Information
EXTERNAL ADVISERS
During the year the committee continued to engage the services of FIT Remuneration Consultants LLP,
who were appointed in the latter stages of 2017 following a selection process led by the Chair of
the Remuneration Committee at that time. FIT Remuneration Consultants are a founder member of the
Remuneration Consultants’ Group and adhere to its code of conduct and do not provide any other services
to Treatt. Fees totalling £11,443 (2024: £27,076) have been paid for their services during the year for
the provision of advice to the committee on various aspects of remuneration within the FTSE SmallCap
sector. The committee has reviewed the quality of the advice provided and whether it properly addressed
the issues under consideration and is satisfied that the advice received during the year was objective
and independent.
EFFECTIVENESS OF THE COMMITTEE
The effectiveness of the committee was considered as part of the Board evaluation detailed on page
75 and reviewed as part of the committee’s own processes. The committee is regarded as effective,
and receives good quality, timely information in respect of regulatory changes and best practice and
communicates well with the rest of the Board.
IMPLEMENTATION FOR 2026
Element of
remuneration policy Implementation of policy for 2026
1
BASE SALARIES Manprit Randhawa
2
– £290,000 (2025: £250,000)
BENEFITS Car and travel allowance
PENSIONS Manprit Randhawa – 9% of salary
2
ANNUAL BONUS
3
Maximum is 125% of base salary for Executive Directors for 2026 targets, which are
based on:
• Group profit before tax and exceptionals
3
calibrated by reference to the performance
of the Group in 2025 (80% weighting)
• Non-financial targets and objectives set by the Remuneration Committee (20%
weighting)
The bonus outcomes for 2026 will be paid:
• 75% in cash after finalisation of the Group’s audited results for 2026
• 25% subject to deferral in shares for two years (subject to £10,000 minimum value
of deferral)
The committee considers that the forward-looking targets for the annual bonus are
commercially sensitive and has, therefore, chosen not to disclose them in advance
Details of the targets will be set out retrospectively in next year’s Remuneration Report
Directors’ Remuneration Report continued
Element of
remuneration policy Implementation of policy for 2026
LONG-TERM
INCENTIVE
PLAN (LTIP)
4
Annual LTIP award to Executive Directors of shares worth up to 150% of base salary
(calculated using share prices at the time of award).
2026 awards will be subject to performance conditions measured over three financial
years to 2028
The performance conditions will be:
• Based on the compounded annual growth in adjusted basic earnings per share (EPS)
(80% weighting) measured from 2024 as the base point and with a performance
range as follows: Threshold of 8.0% p.a. (below which there is 0% vesting) through to
maximum vesting at 14.0% p.a.
• Based on the return on average capital employed (ROACE) (20% weighting) with a
performance range as follows: Threshold of 9.0% (below which there is 0% vesting)
through to maximum vesting at 14.0%
• After performance vesting at three years, LTIP awards are subject to a further two-year
holding period
SHARE
RETENTION
POLICY
Any Executive Director that is appointed during the year – 200% of basic salary
At 30 September 2025 David Shannon held shares worth 2.1% of basic salary and Ryan
Govender held shares worth 2.5% of basic salary
MALUS AND
CLAWBACK
Applies to all performance-related elements of Executive Directors’ remuneration
CHAIR
AND NON-
EXECUTIVE
DIRECTORS’
FEES
The base fees for the Chair and Non-executive Directors for 2026 are as follows:
• Chair – £150,000 (2025: £150,000)
For all other Non-executive Directors:
• Base fee – £51,000 (2025: £51,000)
• Audit Committee Chair – £10,000 (2025: £10,000)
• Remuneration Committee Chair – £10,000 (2025: £10,000)
• Senior Independent Director – £10,000 (2025: £10,000)
• Treatt USA Adviser – £5,000 (2025: £5,000)
1 Remuneration for Chief Executive Officer and Chief Financial Officer appointed in FY26 to be determined
2 Manprit Randhawa was appointed as a non-statutory Director in September 2025 and joined the Board in January
2026. Manprit’s salary will revert to £250k following the appointment of a CEO.
3 Annual bonus payments to Manprit Randhawa are to be pro-rated.
4 As Interim Group Managing Director Manprit Randhawa is not eligible for an LTIP award.
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The following section of this report provides
details of the implementation of the policy for
the year ended 30 September 2025.
Directors’ Remuneration Report
continued
DIRECTORS’ REMUNERATION AUDITED
The tables below report a single figure for total remuneration, and the proportion of fixed and variable
pay is shown below for the Executive Directors and for each individual Executive and Non-executive
Director respectively.
David Shannon
1
Ryan Govender
2
2025
£’000
2024
£’000
2025
£’000
2024
£’000
Fixed pay:
Salary 435 145 301 323
Taxable benefits
3
20 4 12 12
Pension
4
35 13 24 29
Total xed pay 490 162 337 364
Variable pay:
Annual bonus – 31 – 71
Share options vesting in the financial year – – – –
Total variable pay – 31 – 71
Total single gure of remuneration 490 193 337 435
1 David Shannon was appointed as an Executive Director on 3 June 2024 and stepped down from the Board on
31 December 2025.
2 Ryan Govender resigned in March 2025 but remained in post and on the Board until 30 September 2025.
Accordingly the remuneration in the table above relates to the full FY25 period.
3 Taxable benefits provided to Executive Directors relate to private medical insurance and car allowances.
4 Contributions are paid as cash and reduced for the impact of Employers’ NICs, giving an actual contribution rate
of 7.9% of salary.
DETAILS RELATING TO THE ANNUAL BONUS FOR EXECUTIVE DIRECTORS
The total annual bonus award for Executive Directors is calculated based on the compound annual growth
in profit before tax, adjusted for exceptional items (PBTE) with 80% weighting, and on the achievement of
non-financial measures set by the Remuneration Committee with 20% weighting.
Bonus payments linked to financial measures range from 0% of salary at threshold level, rising
incrementally to a maximum of 100%. The ranges are set out below in comparison to the actual achieved
growth in the year. The Remuneration Committee determined that 0% (2024: 21.9%) of the bonus
relating to the achievement of financial objectives should be paid.
Percentage
bonus
attainable
2025 PBTE
£’000
Threshold 0% 19,475
Maximum 100% 22,530
Actual achieved 0% 10,312
The amounts payable in respect of non-financial objectives were determined with reference to key
objectives included in the table below. However, as the minimum performance threshold of £19.5m PBTE
was not met, the Remuneration Committee determined that no element (2024: nil) of the bonus relating
to the achievement of non-financial metrics is payable, irrespective of the progress made against the
objectives.
Objective Target % Achieved % Actions completed
Performance culture 7.5% See above Refreshed performance management approach,
individual staff objectives to align to NFMs
Corporate strategy 12.5% See above Invested in heritage and premium pillars
Executed strategy refresh
Completed regional restructure
Sustainability 5.0% See above Progress against net zero pathway
Total 25.0% 0.0%
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PERCENTAGE BONUS AWARDED
The annual bonus, as a percentage of the maximum bonus achievable (125% of salary), was as follows:
2025 2024
David Shannon 0% 17.5%
Ryan Govender 0% 17.5%
SHARE OPTION SCHEMES AUDITED
The following share options were granted to Executive Directors during the financial year:
Scheme Basis
Date of
grant
Share price
at date of
grant
Face value
£’000
1
Minimum
performance
award
Performance
end date
David
Shannon
2
LTIP 2024
3
Executive 13-Dec-2024 £4.62 637 0% 30-Sept-2027
Ryan
Govender
2
LTIP 2024
3
Executive 13-Dec-2024 £4.62 450 0% 30-Sept-2027
1 Face value is calculated based upon share price at date of grant as shown above.
2 LTIP options lapsed when David Shannon and Ryan Govender stepped down from the Board.
3 Executive LTIPs are granted at nil cost, subject to performance conditions.
The aggregate amount of gains made by the Directors on the exercise of share options in the year was
£nil (2024: £103,771).
PERFORMANCE CONDITIONS FOR EXECUTIVE LTIP OPTIONS
The 2025 LTIP awards had performance conditions linked to adjusted basic earnings per share (EPS) and
return on average capital employed (ROACE) as follows:
• 80% on the compounded annual growth of adjusted EPS over the performance period; range between
8.0% p.a. (nil vesting) to 14.0% (full vesting)
• 20% on ROACE; range between 9.0% (nil vesting) to 14.0% (full vesting)
Directors’ Remuneration Report continued
DIRECTORS’ SHARE OPTIONS DURING THE YEAR
The share options of the Directors in office during the year are as set out below:
Exercise dates
Exercise
price
At
1 Oct
2024
Granted
during
the year
Exercised
during
the year
Forfeited
during
the year
At
30 Sept
2025
David Shannon
2
Dec 2027 – Dec 2034 Nil – 137,987 – – 137,987
– 137,987 – – 137,987
Ryan Govender
1
Sept 2027 – Feb 2028 371.0p 4,000 – – (4,000) –
Dec 2025 – Dec 2032 Nil 44,431 – – (44,431) –
Dec 2026 – Dec 2033 Nil 98,540 – – (98,540) –
Dec 2027 – Dec 2034 Nil – 97,4 02 – (97,4 02) –
146,971 97,4 02 – (244,373) –
1 Ryan Govender’s share awards lapsed when he ceased to be a Director on 30 September 2025.
2 David Shannon’s share awards lapsed when he ceased to be a Director on 31 December 2025.
There have been no further changes in the interests of the Directors to subscribe for, or acquire shares
between 1 October 2025 and 12 January 2026, the latest date practicable to obtain the information prior
to publication of this document.
The market price of the shares at 30 September 2025 was 268.5p and the range during the financial
year was 186.4p to 515.0p. All market price figures are derived from the Daily Official List of the London
Stock Exchange.
PAYMENTS TO PAST DIRECTORS AND PAYMENTS FOR LOSS OF OFFICE
David Shannon’s remuneration earned for FY25, for which he served the full year, is included in the
table on page 89. Following the end of FY25 Mr Shannon received salary payments of £108,750 until
he stepped down from the Board on the 31 December 2025. During the course of FY26 Mr Shannon
will receive payments totalling £485,150 in lieu of salary and pension payments for the balance of his
notice period.
Mr Shannon retained his deferred bonus award over 5,036 shares granted in December 2024 which
will vest in December 2026. Mr Shannon did not retain any of the previously awarded LTIP awards.
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Directors’ Remuneration Report continued
FORMER DIRECTORS’ SHARE INTERESTS DURING THE YEAR
Richard Hope retired on 30 June 2022 and the Board exercised its discretion to permit a proportion of
shares under existing LTIP awards to be retained, and for these to be capable of vesting at originally
specified vesting times per the scheme rules. During the year to 30 September 2025 the remaining total
of 74,202 shares that had previously vested, were exercised.
Daemmon Reeve was awarded 11,086 shares under the deferred bonus share plan in FY23. The shares
matured in December 2025 and were not subject to performance conditions.
Ryan Govender was awarded 5,979 shares under the deferred bonus share plan in FY23. The shares
matured in December 2025 and were not subject to performance conditions.
NONffEXECUTIVE DIRECTORS AUDITED
Fees (xed pay)
2025
£’000
2024
£’000
Vijay Thakrar 150 124
Philip O’Connor 71 71
Christine Sisler 53 55
Bronagh Kennedy 61 61
David Johnston
1
19 56
354 367
1 David Johnston stepped down from his position of Non-executive Director and ESG Advisory Panel Chair on
30 January 2025.
PENSIONS AUDITED
Contributions to defined money purchase pension plans were made as follows:
2025
£’000
2024
£’000
David Shannon 35 13
Ryan Govender 24 29
The Directors who held office at 30 September 2025 had the following interests in the shares of the
Parent Company:
Shares held
outright or vested
Unvested share options
with performance conditions
Unvested all-employee
share options
2025
Number
2024
Number
2025
Number
2024
Number
2025
Number
2024
Number
Executive Directors
David Shannon 3,349 2,324 137, 9 8 7 – – –
Ryan Govender 2,769 1,014 – 142,971 – 4,000
Non-executive Directors
Vijay Thakrar 10,760 10,760* – – – –
Philip O’Connor 6,550 6,550 – – – –
Bronagh Kennedy 522 522 – – – –
* The 2024 amount has been restated from 7,006.
Between 1 October 2025 and 12 January 2026, the latest date practicable to obtain the information prior
to publication of this document, there were no changes in the Directors’ interests.
The table below shows the value of Executive Directors’ interests in shares as at 30 September 2025 as
a percentage of their base salary:
Value of shares held
1
outright or vested Base salary Value of interest as % of base salary
2025
£’000
2024
£’000
2025
£’000
2024
£’000
2025
£’000
2024
£’000
Target % of
base salary
David
Shannon
2
9 10 435 435 2% 2% 200%
Ryan
Govender 7 5 301 280 2% 2% 200%
1 Based upon a share price of 268.5p as at 30 September 2025.
2 David Shannon was appointed on 3 June 2024, the base salary shown is the gross annualised pay for that financial
year.
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PERFORMANCE GRAPH
The performance graph shows Treatt PLC’s performance, measured by total shareholder return, compared
with that of the FTSE All-Share index, selected by the Board as being the most appropriate measure
against which to benchmark its performance.
1,000
Treatt PLC FTSE All-Share
600
200
800
400
0
2015 2025202420232022202120202019201820172016
Treatt TSR performance over the last ten years to 30 September 2025, compared with the FTSE All-Share index.
Source: Bloomberg.
Total Shareholder Return, Treatt PLC/FTSE All-Share
Directors’ Remuneration Report continued
CEO REMUNERATION
The following table provides historical data on remuneration in respect of the Chief Executive at the end of
each of the financial years covered by the performance graph:
Year Director name
Total
remuneration
(£’000)
Annual bonus
as % of
maximum
Share options
vesting as %
of maximum
2025 David Shannon 490 0.0% N/A
1
2024 David Shannon 193 17.5% N/A
1
2023 Daemmon Reeve 1,026 33.5% 76%
2022 Daemmon Reeve 1,466 8.2% 100%
2021 Daemmon Reeve 741 100.0% 0%
2020 Daemmon Reeve 1,219 100.0% 100%
2019 Daemmon Reeve 1,501 62.5% 100%
2018 Daemmon Reeve 1,757 92.5% 100%
2017 Daemmon Reeve 603 100.0% N/A
1
2016 Daemmon Reeve 580 88.0% N/A
1
1 There were no options which could have vested during the year.
RELATIVE IMPORTANCE OF SPEND ON PAY
Wages and salaries are the most significant overhead cost in the Group. The following table sets out, in a
manner prescribed by the regulations, the relative importance of employee remuneration, as compared to
distributions to shareholders and other uses of profit, the most significant of which, taxation, has therefore
been selected:
2025
£’000
2024
£’000 Movement
Total remuneration
1
19,522 20,207 (3.4%)
Dividends
2
5,147 4,924 4.5%
Current tax
3
2,359 4,260 (44.6%)
1 Total remuneration includes wages, salaries and pension costs as disclosed in note 6.
2 Dividends paid in the financial year as disclosed in note 10.
3 Current tax charge in respect of the financial year as disclosed in note 9.
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CHIEF EXECUTIVE PAY RATIO REPORTING
Set out below is the ratio of the Chief Executive’s single figure of total remuneration expressed as a
multiple of total remuneration for UK employees. The CEO pay ratio for years prior to the year ended
30 September 2022 are not in scope, as the number of UK employees came within scope of the
requirements for the first time during 2022.
The four ratios below are calculated by reference to the colleagues at the 25th, 50th and 75th percentile:
Year Method used
25th
percentile
50th
percentile
75th
percentile
2025 Option B 15:1 12:1 9:1
2024 Option B 22:1 18:1 13:1
2023 Option B 35:1 32:1 24:1
2022 Option B 48:1 44:1 31:1
The total remuneration of these employees is also disclosed below:
Comparison group
Total
remuneration
£
Base
salary
£
Employee A – 25th percentile 32,256 27,90 0
Employee B – 50th percentile 40,502 33,807
Employee C – 75th percentile 56,746 49,16 6
Of the three options set out in legislation for calculating Chief Executive pay ratios, we have chosen option
B. This option utilises existing gender pay gap data from April 2025 to establish the data set used to
calculate the ratio, and was chosen as it is the most accurate and comprehensive data currently available.
This data had not significantly changed by the year-end date, so we consider this to be a reliable data set.
Directors’ Remuneration Report continued
Year-to-year movements in the pay ratio will largely be down to the Chief Executive’s variable pay outcome
which will significantly outweigh any other changes to pay within the Group. Regardless of what the
pay ratio is, we will always continue to invest in competitive pay for all employees. The Group currently
offers participation in all-employee share schemes as well as share incentive plans in the UK, and similar
schemes for US colleagues. The Group is satisfied that the median pay ratio for this financial year is
consistent with the Group’s wider pay, reward and progression policies affecting our employees.
We apply the same reward principles for all employees, that is overall remuneration should be competitive
when compared to other similar roles from where we recruit. The Chief Executive’s remuneration is
benchmarked against other similar sized listed companies, taking into account their size, business
complexity, scope and relative performance. Based on this information we are satisfied that the Chief
Executive’s pay is weighted at the correct level.
We expect the pay ratio to fluctuate year-on-year and it may not always coincide with the underlying
performance of the business in a single year.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Directors’ Remuneration Report continued
CHANGE IN REMUNERATION OF EMPLOYEES AND DIRECTORS
The table below shows the percentage change in remuneration of the Directors and employees of the business between the years ended 30 September 2020 and 30 September 2025:
% change from 2024 to 2025 % change from 2023 to 2024 % change from 2022 to 2023 % change from 2021 to 2022 % change from 2020 to 2021 % change from 2019 to 2020
Salary or
fees Bonus
Taxable
benets
Salary or
fees Bonus
Taxable
benets
Salary or
fees Bonus
Taxable
benets
Salary or
fees Bonus
Taxable
benets
Salary or
fees Bonus
Taxable
benets
Salary or
fees Bonus
Taxable
benets
Employees
1,2
6.3% (47. 8 %) 7.0% 7.6% (48.8%) (6.1%) 10.3% 64.1% (1.0%) 9.0% (58.6%) 31.6% 4.2% 56.5% 10.3% 4.9% 22.9% 6.5%
Executive Directors:
David Shannon 0.0% (100%) 4.7% N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Ryan Govender
3
(7.0%) (100%) (2.6%) 37. 8% (36.6%) (23.7%) 2.0% N/A 39.4% N/A N/A N/A N/A N/A N/A N/A N/A N/A
Non-executive
Directors:
Vijay Thakrar
4
21.0% N/A N/A 19.2% N/A N/A 101.8% N/A N/A 8.0% N/A N/A 1.0% N/A N/A N/A N/A N/A
David Johnston 0.0% N/A N/A 9.8% N/A N/A 9.2% N/A N/A 10.1% N/A N/A (9.0%) N/A N/A (4.7%) N/A N/A
Philip O’Connor 0.0% N/A N/A 4.2% N/A N/A 45.9% N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Christine Sisler (3.0%) N/A N/A 6.0% N/A N/A 7. 8% N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Bronagh Kennedy 0.0% N/A N/A 46.3% N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
1 The employees used for comparison are those UK and US employees who, for the salary comparison, were employed for the whole of 2025.
2 Employee bonuses are based on a combination of Group performance and the performance of the entity they are employed by. US all-employee bonuses were 0.0% of salary (2024: 0.0%) and UK all-employee bonuses were 0.0% of salary
(2024: 4.2%).
3 Ryan Govender was appointed on 1 July 2022, the percentage change from 2022 to 2023 is shown pro-rated. Ryan was appointed interim CEO effective 1 January 2024 and reverted to his CFO role on 3 June 2024 and was appointed as
Managing Director of Europe in October 2024. Ryan’s pro-rated salary for the period served as CEO was equivalent to £390,000 p.a. and when he reverted to his CFO role, his salary was adjusted to £280,000 p.a. (from £270,000 p.a.).
4 Vijay Thakrar was appointed as Chair on 27 January 2023.
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Annual Report & Accounts 2025
Directors’ Remuneration Report continued
STATEMENT OF VOTING
At the Annual General Meeting held on 30 January 2025, the votes cast in respect of the resolution to
approve the Directors’ Remuneration Report, were as follows:
Directors’ Remuneration Report For 98.25% Against 1.75% Votes withheld 21,821
The Remuneration Policy was approved at the Annual General Meeting held on 30 January 2025, and the
votes cast in respect of the resolution to approve the Remuneration Policy, were as follows:
Remuneration Policy For 96.83% Against 3.17% Votes withheld 23,191
DIRECTORS’ REMUNERATION POLICY
The Directors’ Remuneration Policy for executive and Non-executive Directors for the three-year period
expiring at the Company’s 2028 AGM, and which was approved by shareholders at the 2025 AGM
(see above), can be found within the Company’s Annual Report and Accounts for 2024 which is available
on the Company’s website at www.treatt.com/investor-relations/financial-results-presentations/reports.
AUDIT NOTES
In accordance with Section 421 of the Companies Act 2006 and the Regulations, where indicated, certain
information contained within the Implementation Section of this report has been audited.
The remaining sections are not subject to audit.
This report was approved by the Board on 19 January 2026.
Nick Hartigan
General Counsel and Company Secretary
19 January 2026
95
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Directors’ Report
Other statutory information
The Directors present their report and the
audited ffinancial statements for the Group
for the year ended 30 September 2025.
This report is required to be produced by law. The Disclosure,
Guidance and Transparency Rules and the Listing Rules also require
us to make certain disclosures.
The Corporate Governance Statement on pages 68 to 95, including
the Audit Committee Report, forms part of this Directors’ Report and
is incorporated by reference. Disclosures elsewhere in the Annual
Report and Accounts are cross-referenced where appropriate.
GOVERNANCE
ANNUAL GENERAL MEETING
The Annual General Meeting will be held at Investec plc on 26 March
2026. The Notice of Meeting and explanatory notes are given on
pages 148 to 155. The notice of any general meeting will specify the
deadline for exercising voting rights and appointing a proxy or proxies
to vote in relation to resolutions to be proposed at a general meeting.
The number of proxy votes for, against or withheld in respect of each
resolution are announced and published on the Treatt website after
the meeting (www.treatt.com).
ARTICLES OF ASSOCIATION
The powers of the Directors are conferred on them by UK legislation
and the Articles of Association. Changes to the Articles must be
approved by shareholders passing a special resolution at a general
meeting.
APPOINTMENT AND REPLACEMENT OF DIRECTORS
The appointment and replacement of Directors is informed and
governed by the Company’s Articles of Association, the UK Corporate
Governance Code, the Companies Act 2006 and related legislation.
Directors can be appointed by the Company by ordinary resolution
at a general meeting or by the Board. If a Director is appointed by
the Board, such Director will hold office until the next Annual General
Meeting and shall then be eligible, subject to Board recommendation,
for election at that meeting.
All Directors will offer themselves for re-election annually; further
details are provided in the Corporate Governance Statement on
page 74.
Executive Directors’ contracts in effect during the reporting period
were terminable by the Group giving the required notice period of
twelve months. The appointments of the Non-executive Directors
can be terminated by the Company giving three months’ notice at
any time. The Company can remove a Director from office, either by
passing an ordinary resolution of which special notice has been given
or by notice being given by all the other Directors.
CONFLICTS OF INTEREST
No Director had an interest in any contract of significance during the
year. The Group has procedures in place for managing conflicts of
interest, which are set out on page 72.
DIRECTORS
The Directors of the Company are shown on pages 66 to 67.
DIRECTORS’ AND OFFICERS’ LIABILITY INSURANCE
The Group maintains directors’ and officers’ liability insurance which
is reviewed annually. The insurance covers the Directors and officers
of the Company and its subsidiaries against the costs of defending
themselves in civil proceedings taken against them in their capacity as
a Director or officer of a Group company and in respect of damages
or civil fines or penalties resulting from the unsuccessful defence of
any proceedings.
FINANCIAL AND INTERNAL CONTROLS
The Board confirms that a process for the ongoing identification,
evaluation and management of significant risks faced by the Group
has been in place throughout the year and to the date of approval of
this report, which complies with the “Guidance on Risk Management,
Internal Control and Related Financial and Business Reporting” issued
by the FRC in September 2014*.
The Board has overall responsibility for ensuring that the Group
maintains a system of internal controls and for reviewing its
effectiveness. This covers financial, operational and compliance
controls including those in relation to financial reporting processes
(including the preparation of consolidated accounts). In addition to
monitoring reports received via the Executive Directors, the Board
considers whether the control systems are appropriate and consults
with those responsible for environmental, insurance, legal, health
and safety compliance and quality as appropriate. There were no
significant internal control issues identified during the year.
Such a system can only provide reasonable, but not absolute,
assurance against material misstatement or loss. The key procedures
that the Directors have established to provide effective internal
controls are as follows:
FINANCIAL REPORTING
A detailed formal budgeting process for all Group businesses
culminates in an annual Group budget and a three-year forecast
which is approved by the Board. Results for the Group and its main
constituent businesses are reported monthly against the budget to
the Board and revised forecasts for the year are prepared quarterly.
The Group uses a standardised consolidation system for the
preparation of its monthly management accounts, half-year and annual
consolidated financial statements, which is subject to review by senior
management throughout the consolidation process.
The Board monitors the integrity of all financial announcements
released by the Group, ensuring that, among other things, appropriate
accounting standards and policies are applied consistently, that all
material information is presented, and that appropriate disclosures
are made.
* Due to the timings of the proposed Natara transaction the concluding
internal controls and significant risks meeting was deferred until the first
quarter of the FY26 reporting period. See page 69 for further details.
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Annual Report & Accounts 2025
Directors’ Report continued
FINANCIAL AND ACCOUNTING PRINCIPLES
Financial controls and accounting policies are set by the Board so as
to meet appropriate levels of effective financial control. Compliance
with accounting policies is reviewed where necessary as part of the
external audit.
INFORMATION TECHNOLOGY
The Group operates on a common centrally-managed computer
platform. This provides common reporting and control systems and
the ability to manage and interrogate businesses remotely. However,
there are associated risks with having the entire Group IT systems on
a common platform, such as IT security, access rights and business
continuity. These risks are mitigated by an ongoing focus on IT
security through a process of continuous investment in IT facilities.
CAPITAL INVESTMENT
The Group has clearly defined guidelines for capital expenditure.
These include annual budgets, appraisal and review procedures, and
levels of authority. Post-investment appraisals are performed for major
investments.
RISK MANAGEMENT
Details of the risk management framework and the principal risks and
uncertainties associated with the Group’s activities are given in the
Strategic Report on pages 58 to 63.
GOING CONCERN AND VIABILITY
The going concern and viability statement is set out on page 64.
POLITICAL DONATIONS
The Group made no political donations in 2025 (2024: £nil).
POWERS OF DIRECTORS AND PURCHASE OF OWN SHARES
At the forthcoming Annual General Meeting in 2026 the Company
will be seeking a renewal of the shareholder authority to purchase
up to 10% of the Company’s ordinary shares, although at present
the Directors have no plans to buy back any shares. It is, however,
considered prudent to have the authority in place so that the
Company is able to act at short notice if circumstances warrant.
A resolution will also be proposed at the 2026 Annual General
Meeting to renew the power given to the Directors to issue shares on
a non-pre-emptive basis, both generally and in connection with the
financing (or refinancing) of an acquisition or other specified capital
investment, in each case in accordance with the levels recommended
by the Pre-Emption Group's 2022 Statement of Principles on
Disapplying Pre-Emption Rights.
It is the Directors’ intention to seek renewal of these general
authorities annually and to continue to adhere to the Pre-Emption
Group’s “Statement of Principles” regarding pre-emption rights.
Further information is set out in the notice of Annual General Meeting
on pages 150 to 151.
SIGNIFICANT AGREEMENTS
The Group’s main banking facilities contain provisions that allow the
lenders to require immediate repayment of the facilities and cancel
commitments under the agreements where there is a change of
control of the Company’s subsidiaries. Certain other commercial
agreements, entered into in the normal course of business, include
change of control provisions.
OPERATIONS AND PERFORMANCE
EVENTS SINCE BALANCE SHEET DATE
As disclosed via RNS on 3 November 2025 the proposed bid by
Natara Global Limited lapsed following insufficient votes to support
the bid at the relevant Court and shareholder meetings.
On 5 December 2025, the Trustees of the scheme purchased
an insurance policy from Just Retirement Ltd, which achieved the
objective of a full-scheme buy-in of the scheme liabilities. The
insurance policy purchase, and all expected disbursements, are to be
met out of surplus scheme assets.
David Johnston stood down from the Board on 30 January 2025
following a tenure of 13 years. As announced in March 2025 Ryan
Govender stepped down on 30 September 2025. Following the
reporting period we announced that David Shannon would step
down as Chief Executive Officer on 31 December 2025. Bronagh
Kennedy and Philip O'Connor confirmed their decision to step down
as Non-executive Directors' on 31 January 2026 and 28 February
2026 respectively. The Company announced on 6 September 2025
that Manprit Randhawa would be appointed as Interim CFO. On 8
December 2025, we announced that Manprit would also serve as
Interim Group Managing Director from 1 January 2026. Manprit
joined the Board as a statutory director on 1 January 2026.
RESEARCH AND DEVELOPMENT
Product innovation and research and development are a critical part
of the Group’s strategy and business model.
The Group utilises its strong technical capabilities to develop
innovative products that provide solutions for customers, particularly
in the food and beverage sectors. In this way, it seeks to make
itself indispensable to a key group of major global multi-national
companies. In the opinion of the Directors, continuity of investment
in this area is essential for the maintenance of the Group’s market
position and for future growth.
RESULTS AND DIVIDENDS
The results of the Group for the year are set out on pages 8 and 9.
Reported profit before tax for the year was £7.0m (2024: £17.9m).
Profit before tax and exceptional items was £10.3m (2024: £18.5m).
The Directors recommend a final dividend of 3.00p (2024: 5.81p)
per ordinary share. This, when taken with the interim dividend of
2.60p (2024: 2.60p) per share paid on 14 August 2025, gives a
total dividend of 5.60p (2024: 8.41p) per share for the year ended
30 September 2025.
SHARES AND SHAREHOLDERS
RESTRICTIONS ON TRANSFER OF SECURITIES
There are no restrictions on the transfer of ordinary shares or on
the exercise of voting rights attached to them, except (i) where the
Company has exercised its right to suspend their voting rights or to
prohibit their transfer following the omission of their holder or any
person interested in them to provide the Company with information
requested by it in accordance with Part 22 of the Companies Act
2006 or (ii) where their holder is precluded from exercising voting
rights by the Financial Conduct Authority’s Listing Rules or the City
Code on Takeovers and Mergers.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Directors’ Report continued
RIGHTS AND OBLIGATIONS OF ORDINARY SHARES
On a show of hands at a general meeting, every holder of ordinary
shares present in person or by proxy and entitled to vote shall have
one vote and on a poll, every member present in person or by proxy
and entitled to vote shall have one vote for every ordinary share held.
Subject to the relevant statutory provisions and the Articles, holders
of ordinary shares are entitled to a dividend where declared or paid
out of profits available for such purposes.
STRUCTURE OF SHARE CAPITAL
The Parent Company’s share capital comprises 59,382,932 ordinary
shares and 1,900,161 treasury shares with a nominal value of 2
pence each. All the Parent Company’s issued ordinary shares are fully
paid up and rank equally in all respects. The rights attached to them,
in addition to those conferred on their holders by law, are set out in
the Articles, a copy of which can be found on the Treatt website or
obtained on request from the Company Secretariat.
Details of the issued ordinary share capital of the Parent Company
and movements during the year are set out in note 24 of the financial
statements.
SUBSTANTIAL SHAREHOLDERS
In accordance with Rule 5 of the Disclosure and Transparency
Rules of the Financial Conduct Authority, the Company has been
notified of the following holdings of 3% or more of the voting rights
at 12 January 2026 (the latest practicable reporting date prior to
publication of this document).
Group Number
Issued
% Voting %
Döhler Group 16,616,021 27.1 28.2
Hargreaves Lansdown PLC 4,077,015 6.65 6.91
Aberdeen Group plc 3,545,084 5.78 6.01
Schroders 2,540,000 4.14 4.30
Harwood Capital LLP 1,817,018 2.96 3.08
Trium Investment Management 1,788,183 2.92 3.03
SHARE BUYBACK PROGRAMME
As announced on 10 April 2025 the Company undertook a £5m
share buyback. A resultant 1,940,161 shares were purchased with
a nominal value of 2 pence per share to be held in treasury (2024:
nil) with the intention to utilise these shares in connection with the
Company’s employee share plans.
TREATT EMPLOYEE BENEFIT TRUST EBT
The EBT holds ordinary shares in the Company in order to meet
obligations under the Group’s employee share option schemes. At
30 September 2025 the trustee, Apex Financial Services (Trust
Company) Limited held 18,783 shares (2024: 96,819). No shares
(2024: nil) were purchased by the EBT during the year ended 30
September 2025. During the year nil shares (2024: nil) were issued
to the EBT under a block listing application. Going forward the
Company intends to utilise treasury shares to enable the EBT to fulfil
Group employee share plan obligations. The trustees have waived
their voting rights and their right to receive dividends in respect of the
ordinary shares held by the EBT.
TREATT SHARE INCENTIVE PLAN SIP
The Company outsources the administration of the UK SIP to MUFG
Corporate Markets Trustees (Nominees) Limited (the SIP Trust), who,
at 30 September 2025, held 340,387 shares (2024: 361,328), all
of which are allocated to participants under the rules of the SIP.
Voting rights are waived on all shares held in the SIP Trust. Dividends
received by the SIP Trust on behalf of participants are reinvested in
shares at market value on the dividend payment date.
ADDITIONAL DISCLOSURES
BUSINESS RELATIONSHIPS
The Group’s disclosures on how the Board has had regard to
the need to foster the Company’s business relationships with
shareholders, suppliers, customers and others have been included
within the Section 172 statement on pages 52 to 57.
DIRECTORS’ INTERESTS IN SHARES
The interests of Directors in shares of the Company are shown in the
Directors’ Remuneration Report on page 91.
EMPLOYEES
The Group’s disclosures on employees have been included within the
People section on pages 26 to 33. The Group’s policies on equal
opportunities recruitment can be found on page 31.
EMPLOYEE ENGAGEMENT
The Group’s disclosures on how the Board has engaged with
employees and how it has had regard to employee interests have
been included within the Section 172 statement on pages 53
and 54.
FUTURE BUSINESS DEVELOPMENTS
Further details on these are set out in the Strategic Report on pages
15 to 22.
FINANCIAL INSTRUMENTS
Information on the Group’s financial risk management objectives
and policies and on the exposure of the Group to relevant risks in
respect of financial instruments is set out in note 29 of the financial
statements.
HEALTH AND SAFETY
The Group’s disclosures on health and safety have been included
within the Sustainability section on pages 26 to 28.
STREAMLINED ENERGY AND CARBON REPORTING
In compliance with the SECR requirements, our greenhouse gas
emissions, energy consumption and energy reduction initiatives are
reported within the Sustainability section on pages 44 to 46.
TASKFORCE ON CLIMATEffRELATED FINANCIAL DISCLOSURES
TCFD
The Group’s report in line with recommendations from the Taskforce
on Climate-related Financial Disclosures (TCFD) report can be found
on pages 37 to 46.
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Annual Report & Accounts 2025
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the
Directors’ Report, the Strategic Report, the Directors’
Remuneration Report, the Corporate Governance
Statement and the financial statements in accordance
with applicable law and regulations.
Company law requires the Directors to prepare Group financial
statements for each financial year. The Directors are required under
company law and the listing rules of the Financial Conduct Authority
to prepare Group financial statements and have elected to prepare
Parent Company and Group financial statements in accordance with
UK-adopted international accounting standards.
The Group financial statements are required by law, and UK-adopted
international accounting standards, to present fairly the financial
position of the Group and the Parent Company and the financial
performance of the Group. The Companies Act 2006 requires, in
relation to such financial statements, that references in the relevant
part of that Act to financial statements giving a true and fair view are
references to their achieving a fair presentation.
Under company law the Directors must not approve the financial
statements unless they are satisfied that they give a true and fair view
of the state of affairs of the Group and the Parent Company and of
the profit of the Group for that period.
In preparing each of the Group and Parent Company financial
statements, the Directors are required to:
a. select suitable accounting policies and apply them consistently;
b. make judgements and estimates that are reasonable and prudent;
c. state whether they have been prepared in accordance with UK-
adopted international accounting standards, subject to material
departures disclosed and explained in the financial statements;
d. prepare the financial statements on the going concern basis unless
it is inappropriate to presume that the Group and the Parent
Company will continue in business; and
e. prepare a Directors’ Report, a Strategic Report and Directors’
Remuneration Report which comply with the requirements of the
Companies Act 2006.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Group’s and the
Parent Company’s transactions and disclose with reasonable accuracy
at any time the financial position of the Group and the Parent
Company and enable them to ensure that the financial statements and
the Directors’ Remuneration Report comply with the Companies Act
2006 and, as regards the Group financial statements, Article 4 of the
IAS Regulation.
They are also responsible for safeguarding the assets of the Group
and the Parent Company and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
The Directors are responsible for ensuring the Annual Report and
the financial statements are made available on a website. Financial
statements are published on the Company’s website in accordance
with legislation in the United Kingdom governing the preparation
and dissemination of financial statements, which may vary from
legislation in other jurisdictions. The Directors are responsible for the
maintenance and integrity of the corporate and financial information
included on the Treatt PLC website.
DIRECTORS’ STATEMENT PURSUANT TO THE
DISCLOSURE AND TRANSPARENCY RULES
Each of the Directors, whose names and functions are listed in the
Directors’ Report, confirms that, to the best of their knowledge:
a. the financial statements, prepared in accordance with UK-adopted
international accounting standards, give a true and fair view of
the assets, liabilities, financial position and profit of the Group
and Parent Company and the undertakings included in the
consolidation taken as a whole;
b. the Strategic Report contained in the Annual Report includes a fair
review of the development and performance of the business and
the position of the Group and the undertakings included in the
consolidation taken as a whole, together with a description of the
principal risks and uncertainties that they face; and
c. consider the Annual Report, taken as a whole, is fair, balanced
and understandable and provides the information necessary for
shareholders to assess the Group’s position and performance,
business model and strategy statement as to disclosure of
information to auditors.
STATEMENT AS TO DISCLOSURES OF INFORMATION
TO THE AUDITORS
The Directors who were in office on the date of approval of these
financial statements have confirmed, as far as they are aware, that
there is no relevant audit information of which the auditors are
unaware. Each of the Directors has confirmed that they have taken all
the steps that they ought to have taken as Directors in order to make
themselves aware of any relevant audit information and to establish
that it has been communicated to the auditors.
This report was approved by the Board on 19 January 2026.
Nick Hartigan
General Counsel and Company Secretary
19 January 2026
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Independent Auditor's Report
to the members of Treatt PLC
OPINION ON THE FINANCIAL STATEMENTS
In our opinion:
• the financial statements give a true and fair view of the state of the Group’s and of the Parent
Company’s affairs as at 30 September 2025 and of the Group’s profit and cash flows for the year
then ended;
• the Group financial statements have been properly prepared in accordance with UK adopted
international accounting standards;
• the Parent Company financial statements have been properly prepared in accordance with UK adopted
international accounting standards and as applied in accordance with the provisions of the Companies
Act 2006; and
• the financial statements have been prepared in accordance with the requirements of the Companies
Act 2006.
We have audited the financial statements of Treatt Plc (the ‘Parent Company’) and its subsidiaries (the
‘Group’) for the year ended 30 September 2025 which comprise the Group Income Statement, the Group
Statement of Comprehensive Income, the Group Statement of Changes in Equity, the Parent Company
Statement of Changes in Equity, the Group and Parent Company Balance Sheets, the Group and Parent
Company Statements of Cash Flows including the Reconciliation of Net Cash Flow to Movement in
Net Debt and notes to the financial statements, including material accounting policy information. The
financial reporting framework that has been applied in their preparation is applicable law and UK adopted
international accounting standards and as regards the Parent Company financial statements, as applied in
accordance with the provisions of the Companies Act 2006.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK))
and applicable law. Our responsibilities under those standards are further described in the Auditor’s
responsibilities for the audit of the financial statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our audit
opinion is consistent with the additional report to the audit committee.
INDEPENDENCE
Following the recommendation of the audit committee, we were appointed by the Board of Directors on
29 June 2020 to audit the financial statements for the year ended 30 September 2020 and subsequent
financial periods. The period of total uninterrupted engagement including retenders and reappointments is
six years, covering the years ended 30 September 2020 to 30 September 2025. We remain independent
of the Group and the Parent Company in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed
public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these
requirements. The non-audit services prohibited by that standard were not provided to the Group or the
Parent Company.
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. Our evaluation of the Directors’
assessment of the Group and the Parent Company’s ability to continue to adopt the going concern basis
of accounting included:
• We obtained the Directors’ cash flow forecasts for the going concern period of twelve months from the
date of approval of the financial statements and evaluated the key assumptions in respect of revenue
growth, gross profit margins and cash generation with reference to our knowledge of the business, its
historical performance and results;
• We checked the mathematical accuracy of the cash flow forecasts and critically assessed the integrity
of the forecast model through evaluating the forecasts against historical performance and assessing the
post year end performance against budgets;
• We challenged the significant judgements and estimates in management’s cash flow models with
reference to previous performance (pre and post period end) and critically challenged assumptions
pertaining to material changes in performance, including revenue growth rates, EBITDA margins with
reference to information available internally and externally where available and appropriate;
• We scrutinised sensitivity analysis and reverse stress testing prepared by the Directors in relation to the
Group’s cash flow forecasts with reference to the covenants in place over existing finance facilities. We
compared the reasonableness of such scenarios modelled with our knowledge and experience of the
Group;
• We assessed the availability of bank facilities throughout the going concern period. We obtained direct
confirmation from Bank of America that Treatt USA Inc,’s facility extension had been approved;
• We analysed the Group’s compliance with facility covenants during the year, post year end and forecast
through the going concern period, to assess the Group’s ability to comply with covenant requirements
going forward; and
• We considered the completeness and accuracy of the disclosures made in the financial statements in
respect of going concern against the applicable financial reporting framework.
Based on the work we have performed, we have not identified any material uncertainties relating to events
or conditions that, individually or collectively, may cast significant doubt on the Group and the Parent
Company’s ability to continue as a going concern for a period of at least twelve months from when the
financial statements are authorised for issue.
In relation to the Parent Company’s reporting on how it has applied the UK Corporate Governance Code,
we have nothing material to add or draw attention to in relation to the Directors’ statement in the financial
statements about whether the Directors considered it appropriate to adopt the going concern basis of
accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in
the relevant sections of this report.
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OVERVIEW
Key audit
matters
30 September
2025
30 September
2024
Valuation of inventory: overhead absorption and provisions
(consistent with prior years).
Revenue recognition: existence of revenue before the year
end
Materiality Group financial statements as a whole
£815,500 (2024: £920,000) based on 0.6% of revenue (2024: 5% profit before tax).
Based on considerations with regard to the operating performance of the group, revenue was
considered to be a more appropriate materiality metric for the current period.
AN OVERVIEW OF THE SCOPE OF OUR AUDIT
Our Group audit was scoped by obtaining an understanding of the Group and its environment, the
applicable financial reporting framework and the Group’s system of internal control. On this basis, we
identified and assessed the risks of material misstatement of the Group financial statements including
with respect to the consolidation process. We then applied professional judgement to focus our audit
procedures on the areas that posed the greatest risks to the Group financial statements. We continually
assessed risks throughout our audit, revising the risks where necessary, with the aim of reducing the
group risk of material misstatement to an acceptable level, in order to provide a basis for our opinion.
COMPONENTS IN SCOPE
The Group is comprised of four legal entities, which operate in different geographical jurisdictions and
are subject to local legal and regulatory requirements. There is commonality between the components in
regard to the nature of trade and financial controls. Group management, and ultimately the Board, monitor
the performance of the business on a geographical basis.
Based on our scoping assessment, we identified four components which are considered unique based
on their specific characteristics including geographical location and applicable law and regulatory
requirements. These factors led us to consider them as separate components for the purpose of the
Group audit. The components identified for the purpose of the Group audit are detailed in the table below.
For all components, we used a combination of risk assessment procedures and further audit procedures to
obtain sufficient appropriate evidence. These further audit procedures included:
• Procedures on the entire financial information of the component, including performing substantive
procedures and tests of operating effectiveness of controls.
• Procedures on one or more classes of transactions, account balances or disclosures.
PROCEDURES PERFORMED AT THE COMPONENT LEVEL
We performed procedures to respond to group risks of material misstatement at the component level that
included the following.
Component Component Name Entity Group Audit Scope
1 Treatt Plc Treatt Plc Statutory audit and procedures on
the entire financial information of
the component
2 R.C. Treatt & Co. Limited R.C. Treatt & Co. Limited Statutory audit and procedures on
the entire financial information of
the component
3 Treatt USA Inc Treatt USA, Inc Procedures on the entire financial
information of the component
4 Treatt Trading (Shanghai)
Company Limited
Treatt Trading (Shanghai)
Company Limited
Specific audit procedures
The Group engagement team has performed all procedures directly and has not involved component
auditors in the Group audit with the exception of the audit of taxation in the United States of America,
which was performed by another BDO network firm, operating in accordance with instructions issued
by the Group engagement team. Both inventory counts in the UK and US were attended by the Group
engagement team.
The Group operates a centralised IT function that supports IT processes for certain components. This IT
function is subject to specified risk-focused audit procedures, predominantly the testing of the relevant IT
general controls and IT application controls.
Disaggregation
The financial information relating to the Group risks of material misstatement in respect of revenue and
cost of sales is disaggregated across the Group. We performed procedures at the component level in
relation to these risks in order to obtain comfort over the residual population of group balances.
Locations
Treatt Plc’s operations are primarily focused in the United Kingdom and United States of America. We
visited components that are located in both of these locations. The risk assessment performed over the
component in China has been performed remotely by the Group engagement team.
Changes from the prior year
Following the implementation of ISA (UK) 600 (Revised), which outlines the audit of group financial
statements, the Group audit approach was updated accordingly. This included reassessing the
identification of components within the Group, where relevant, as described in the table above. The Group
engagement team performed additional audit procedures at component level relating to Treatt Trading
(Shanghai) Company Limited to address the Group risk of material misstatement.
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Climate change
Our work on the assessment of potential impacts on climate-related
risks on the Group’s operations and financial statements included:
• Enquiries and challenge of management, as well as review
of minutes of the Board and Audit Committee meetings to
understand the actions they have taken to identify climate-related
risks and their potential impacts on the financial statements and
adequately disclose climate-related risks within the annual report,
and
• Our own qualitative risk assessment taking into consideration
the sector in which the Group operates and how climate
change aects this particular sector and may aect the financial
statements and our audit.
We challenged the extent to which climate-related considerations,
including the expected cash ffows from the initiatives and
commitments have been reffected, where appropriate, in
management’s going concern assessment and viability assessment
and in management’s judgements and estimates in relation to the
completeness of inventory provisions. We performed a specific
review over inventories which are particularly volatile as a result of
changing commodity prices due to the impacts of climate change on
crop yields. We concluded that the impact of climate change was not
material on the inventory provision estimate made by management at
the year end.
We also assessed the consistency of management’s disclosures
included as 'Statutory Other Information’ on pages 96-99 with the
financial statements and with our knowledge obtained from the audit.
Based on our risk assessment procedures, we did not identify there to
be any Key Audit Matters that were materially aected by climate-
related risks.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant
assessed risks of material misstatement (whether or not due to
fraud) that we identified, including those which had the greatest
eect on: the overall audit strategy, the allocation of resources in the audit, and directing the eorts of the engagement team. These matters
were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Key audit matter How the scope of our audit addressed the key audit matter
Valuation of Inventory:
overhead absorption
and provisions
The accounting policy, key
judgements and estimates
applied are disclosed in
note 3 and the Group
inventory note can be
found in note 16.
The Group has significant
inventory balances, which
as a result of the nature
of the inventories held,
includes an element of
estimation and judgement
in respect of the
absorption of overheads in
the valuation process. The
key estimates relate to the
rate at which overheads
are absorbed for each
type of process and the
key judgement is the
overhead types absorbed
into inventory.
Another key area of
management estimate
and judgement is the
provisions against
inventory for slow moving
products and volatility of
commodity prices.
As a result, this was
determined to be a
significant risk and a key
audit matter.
Our procedures included, but were not limited to, the following:
• Understanding the Group’s processes and controls over overhead absorption and
inventory provisioning;
• Checking that the categories of direct costs and overheads relevant to the manufacturing
process, were appropriately absorbed into inventory and that these were appropriate
under International Accounting Standard 2 – Inventories (IAS 2);
• Challenging estimations applied by management when setting the annual overhead
recovery budget and the resulting absorption rates used to ensure that the amounts
budgeted were in line with those expected under ‘normal capacity’ as defined within
IAS 2. This included comparing the percentage applied to relevant overhead categories
to our understanding of the Groups production and those permissible under IAS 2;
• Considering the variance between budgeted and actual overhead recovery, this included
checking that the proportion of overheads absorbed was accurate based on the actual
utilisation of the manufacturing facilities and other related inputs throughout the year;
• Recalculating and checking a sample of overheads absorbed to works orders and
utilisation in order to check the absorption of costs through the production process;
• Critically assessing management’s policies for the recognition of inventory provisions
to determine their appropriateness in relation to the age, nature and condition of the
Group’s inventory against the requirements of the applicable accounting standards;
• Challenging management’s judgements in relation to inventory provisions, including
utilisation rates, provision rates applied, inventory provision categories by type and age,
and by reviewing year on year consistency of provision rates, challenging any changes
to these. We have assessed utilisation of prior year provisions to assess the history and
expected accuracy of management’s estimates;
• To assess the completeness of the provisions, we selected a sample of inventory items
that had not been provided for at the year end and obtained supporting evidence, such
as manufacturing activity, recent sales or open orders, to check that these items were
saleable and profitable; and
• Reviewing post year end activity, including sales made in October and November 2025
and open customer orders, to check that inventory items had been sold above the cost
they were held at year end. For those that were not, checking they were included in the
inventory provision at year end or would not have a material impact on the year-end
inventory valuation.
Key observations
We identified that management’s judgements and estimates used in the allocation of
overheads and provisions are appropriate and in line with the requirements of IAS 2.
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Key audit matter How the scope of our audit addressed the key audit matter
Revenue recognition:
Existence of revenue
before the year end
The accounting policy
applied are disclosed in
note 3 and the segmental
analysis of revenue is
disclosed in note 4.
The timing of the satisfaction
of performance obligations and
therefore revenue recognition
under IFRS 15, involves
management judgement due to
the varying lead times relating to
International Commercial Shipping
terms utilised by the group, and
the various international customer
destinations. Given the volume of
sales in the weeks leading up to
year end, there is material revenue
in transit at 30 September which
gives rise to a risk that the
revenue has been recognised in
the incorrect period.
As a result, this was determined
to be a significant risk and a key
audit matter.
Our procedures included, but were not limited to, the following:
• Understanding the Group’s processes and controls in relation to the timing
of recognition of revenue and the various International Commercial Shipping
Terms (‘incoterms’) utilised by the Group;
• Challenging management’s assumptions around the lead times for each of
the incoterms and customer destinations, for when control of goods sold
transferred to the customer; thus satisfying the performance obligations
under IFRS 15. We did this by comparing the assessment against the
requirements of IFRS 15 and the definition of various incoterms which were
corroborated to various external sources;
• Checking the assumptions made around the lead times for each term by
testing a sample of revenue transactions near the year end and recalculating
lead times for each term, ensuring the appropriate adjustments were made to
recognise revenue in the appropriate period;
• Testing a sample of revenue transactions in the assessment back to third
party supporting evidence to ensure the incoterms were correctly identified
for each transaction in the assessment;
• Assessing and challenging the transaction period used by management to
perform their detailed assessment of revenue recognition up to the year end,
with reference to incoterms, dispatch date and delivery lead times. Further
to this, we tested transactions prior to this period in order to assess the
completeness of managements year-end revenue adjustments;
• Obtaining management’s assessment for items in transit at 30 September
2024 and 2023 and challenging the assumptions made by comparing
the methodology used with that in the 2025 assessment. In addition, we
challenged management on any wider geopolitical circumstances at each year
end that could impact the lead time of goods in transit at each relevant year
end; and
• Checking that the appropriate adjustments were made at each financial year
end based on the assessments outlined above.
Key observations
We identified that management’s assessment for the current period is materially
accurate. However, a reassessment by management of the prior year end
revenue cut-off has resulted in the adjustments disclosed in Note 31.
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OUR APPLICATION OF MATERIALITY
We apply the concept of materiality both in planning and performing
our audit, and in evaluating the effect of misstatements. We consider
materiality to be the magnitude by which misstatements, including
omissions, could influence the economic decisions of reasonable
users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that
any misstatements exceed materiality, we use a lower materiality level,
performance materiality, to determine the extent of testing needed.
Importantly, misstatements below these levels will not necessarily
be evaluated as immaterial as we also take account of the nature of
identified misstatements, and the particular circumstances of their
occurrence, when evaluating their effect on the financial statements
as a whole.
Based on our professional judgement, we determined materiality
for the financial statements as a whole and performance materiality
as follows:
Group financial statements Parent company financial statements
2025
£
2024
£
2025
£
2024
£
Materiality 815,500 920,000 400,000 447,000
Basis for determining
materiality
0.6% of revenue 5% of profit before tax 1% of total assets
Rationale for the
benchmark applied
We consider revenue to be the
most appropriate measure for the
basis of materiality given it is a key
performance indicator for the Group
and reflects the Group’s underlying
performance in light of volatility in
profits. We determined revenue to be
a more stable and reliable benchmark
than profits therefore changed the
basis in the current year.
We considered the use of profit
before tax to be a key statutory
performance measure for stakeholders
based on market practice and investor
expectations and was reflective of
the changing market sentiment of
alternative performance measures in
the prior year.
The Parent Company is a non-trading holding company
and the most significant balance in its financial statements is
total assets.
Performance materiality 570,500 664,000 280,000 313,000
Basis for determining
performance materiality
70% of financial statement materiality
Rationale for the
percentage applied for
performance materiality
The level of performance materiality was set after considering a number of factors, including significant transactions in the year, the expected
value of known and likely misstatement and management’s attitudes towards proposed misstatements.
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COMPONENT PERFORMANCE MATERIALITY
For the purposes of our Group audit opinion, we set performance materiality for each component of the
Group, apart from the Parent Company whose materiality and performance materiality are set out above,
based on a percentage of between 40% and 60% of Group performance materiality (2024: 49% and
76% of Group materiality) dependent on a number of factors including consideration of the control
environment, history of misstatements, disaggregation across components, size of the components,
any significant changes affecting the component since the prior year and our assessment of the risk of
material misstatement of those components. Component performance materiality ranged from £228,000
to £342,000 (2024: component materiality ranged from £447,000 to £696,000).
REPORTING THRESHOLD
We agreed with the Audit Committee that we would report to them all individual audit differences in
excess of £28,500 (2024: £30,500). We also agreed to report differences below this threshold that, in
our view, warranted reporting on qualitative grounds.
OTHER INFORMATION
The Directors are responsible for the other information. The other information comprises the information
included in the document entitled Annual Report and Accounts other than the financial statements and our
auditor’s report 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. 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.
CORPORATE GOVERNANCE STATEMENT
The UK Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term
viability and that part of the Corporate Governance Statement relating to the parent company’s compliance
with the provisions of the UK Corporate Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following
elements of the Corporate Governance Statement is materially consistent with the financial statements or
our knowledge obtained during the audit.
Going concern and
longer-term viability
• The Directors' statement with regards to the appropriateness of adopting the
going concern basis of accounting and any material uncertainties identified set
out on page 65;
• The Directors’ explanation as to their assessment of the Group’s prospects, the
period this assessment covers and why the period is appropriate set out on page
64; and
• The Directors’ statement on whether they have a reasonable expectation that the
group will be able to continue in operation and meet its liabilities set out on page
65.
Other Code
provisions
• Directors' statement on fair, balanced and understandable set out on page 99;
• Board’s confirmation that it has carried out a robust assessment of the emerging
and principal risks set out on pages 58 to 63;
• The section of the annual report that describes the review of effectiveness of risk
management and internal control systems set out on page 59; and
• The section describing the work of the audit committee set out on pages 80-84.
OTHER COMPANIES ACT 2006 REPORTING
Based on the responsibilities described below and our work performed during the course of the audit,
we are required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as
described below.
Strategic report and
Directors’ report
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the Strategic report and the Directors’ report for the
financial year for which the financial statements are prepared is consistent with the
financial statements; and
• the Strategic report and the Directors’ report have been prepared in accordance
with applicable legal requirements.
In the light of the knowledge and understanding of the Group and Parent 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.
Directors’
remuneration
In our opinion, the part of the Directors’ remuneration report to be audited has been
properly prepared in accordance with the Companies Act 2006..
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Corporate
governance
statement
In our opinion, based on the work undertaken in the course of the audit, the
information about internal control and risk management systems in relation to
financial reporting processes and about share capital structures, given in compliance
with rules 7.2.5 and 7.2.6 in the Disclosure Guidance and Transparency Rules
sourcebook made by the Financial Conduct Authority (the FCA Rules), is consistent
with the financial statements and has been prepared in accordance with applicable
legal requirements.
In the light of the knowledge and understanding of the Group and the Parent
Company and its environment obtained in the course of the audit, we have not
identified material misstatements in this information.
In our opinion, based on the work undertaken in the course of the audit, information
about the Parent Company’s corporate governance code and practices and about its
administrative, management and supervisory bodies and their committees complies
with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA Rules.
We have nothing to report arising from our responsibility to report if a Corporate
Governance statement has not been prepared by the Parent Company.
Matters on which
we are required to
report by exception
We have nothing to report in respect of the following matters in relation to which the
Companies Act 2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the Parent Company, or
returns adequate for our audit have not been received from branches not visited
by us; or
• the Parent Company financial statements and the part of the Directors’
remuneration report to be audited 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, the Directors are responsible for
the preparation of the financial statements and for being satisfied that they give a true and fair view, and
for such internal control as the Directors determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s and the
Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate
the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
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.
EXTENT TO WHICH THE AUDIT WAS CAPABLE OF DETECTING IRREGULARITIES, INCLUDING FRAUD
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of
irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities,
including fraud is detailed below:
Non-compliance with laws and regulations
• We gained an understanding of the legal and regulatory framework applicable to the Group and the
components within the Group, as well as the industry in which they operate, through discussions with
management, those charged with governance and the Audit Committee and our knowledge of the
industry; and
• Obtaining an understanding of the Group’s policies and procedures regarding compliance with laws
and regulations.
We considered the significant laws and regulations to be UK adopted International Accounting Standards,
Companies Act 2006, the UK Listing Rules, the Bribery Act 2010, regulations around holding and
transportation of hazardous goods, and local tax and employment legislation for significant components.
The Group is also subject to laws and regulations where the consequence of non-compliance could have a
material effect on the amount or disclosures in the financial statements, for example through the imposition
of fines or litigations.
Our procedures in respect of the above included:
• Review of minutes of meetings of those charged with governance for any instances of non-compliance
with laws and regulations;
• Enquired as to whether there was any correspondence with regulatory and tax authorities for any
instances of non-compliance with laws and regulations;
• Reperformance and review of the completeness of tax calculations in respect of corporation tax and
employment tax in both the United Kingdom and the United States of America;
• Involvement of tax specialists in the audit; and
• Review of legal expenditure accounts to understand the nature of expenditure incurred.
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FRAUD
We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our
risk assessment procedures included:
• Enquiry with management, those charged with governance and the Audit Committee, regarding any
known or suspected instances of fraud;
• Obtaining an understanding of the Group’s policies and procedures relating to:
– Detecting and responding to the risks of fraud; and
– Internal controls established to mitigate risks related to fraud.
• Review of minutes of meetings of those charged with governance for any known or suspected
instances of fraud;
• Review of management’s response to any known or suspected incidents of fraud in the period,
including understanding the improvements made to the internal control environment;
• Assessing the susceptibility of the Group’s financial statements to material misstatement as an
engagement team, including how fraud might occur throughout the Group including the parent
company and components, by considering industry, legal and external factors relevant to the Group;
• Performing analytical procedures to identify any unusual or unexpected relationships that may indicate
risks of material misstatement due to fraud; and
• Considering remuneration incentive schemes and performance targets and the related financial
statement areas impacted by these.
Based on our risk assessment, we considered the areas most susceptible to fraud to be in relation to the
Group to be judgements and estimates included within the valuation of inventory, the existence of revenue
recognised before the year end, management override of controls, completeness of trade creditors which
have had new and amended beneficiary details during the year and existence of revenue in Treatt Trading
(Shanghai) Company Limited.
Our procedures in respect of the above included:
• With regard to the fraud risk in management override of controls, our procedures included targeting
journal testing based on a specific risk criteria, with a focus on unusual transactions based on our
knowledge of the business and agreeing these to supporting documentation, as well as testing
a random sample of journals to check that they were appropriate business transactions, which
incorporated unpredictability into our testing approach;
• Assessing significant estimates and judgements made in the revenue recognition surrounding the year
end and inventory valuation process for indications of management bias. Please refer to the key audit
matter section of our report for more detail;
• Checking management’s supplier statement reconciliations to underlying evidence for all suppliers
which are either new or have amended payment details in the year and agreed any reconciling items to
supporting evidence; and
• For Treatt Trading (Shanghai) Company Limited, verifying a sample of revenue recognised in the year
to signed third party documentation and payment to evidence revenue existence.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement
team members who were all deemed to have appropriate competence and capabilities and remained
alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. Our
audit procedures were designed to respond to risks of material misstatement in the financial statements,
recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk
of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example,
forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures
performed and the further removed non-compliance with laws and regulations is from the events and
transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at:
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 Parent 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 Parent 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 Parent Company and the Parent Company’s members as a body, for our audit work,
for this report, or for the opinions we have formed.
Ian Clayden (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
London, UK
19 January 2026
BDO LLP is a limited liability partnership registered in England and Wales
(with registered number OC305127).
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Notes
2025 2024 (restated)
1
Before exceptional
items
£’000
Exceptional items
(note 8)
£’000
Total
£’000
Before exceptional
items
£’000
Exceptional items
(note 8)
£’000
Total
£’000
Revenue 4 132,474 – 132,474 150,203 – 150,203
Cost of sales (98,200) – (98,200 ) (10 6,261) – (106,261 )
Gross prot 34,274 – 34,274 43,942 – 43,942
Administrative expenses 8 (23,608) (935) (24,543 ) (24,617) (328) (24,945 )
Acquisition expenses
2
8 – (2,374) (2,374 ) – – –
Relocation expenses 8 – – – – (302) (302 )
Operating prot/(loss) 5 10,666 (3,309) 7,357 19,325 (630) 18,695
Finance income 7 290 – 290 229 – 229
Finance expenses 7 (644) – (644 ) (1,005) – (1,005 )
Prot/(loss) before taxation 10,312 (3,309) 7,003 18,549 (630) 17,919
Taxation 9 (2,215) 276 (1,939 ) (4,164) 102 (4,062 )
Prot/(loss) for the year attributable to owners of the Parent Company 8,097 (3,033) 5,064 14,385 (528) 13,857
Adjusted
3
Statutory Adjusted
3
Statutory
Earnings per share
Basic 11 13.40p 8.38 p 23.58p 22.71 p
Diluted 11 13.37p 8.36 p 23.45p 22.59 p
1 Revenue and cost of sales, and therefore the profit attributable to owners of the Parent Company, have been restated for the year ended 30 September 2024, further details are given in note 31.
2 Acquisition expenses relate to costs incurred as a result of the proposed acquisition of Treatt PLC by Natara Global Limited which lapsed on 3 November 2025, details of which are given in note 8.
3 All adjusted earnings per share measures exclude exceptional items and the related tax effect, details of which are given in note 8.
All financial information presented relates to continuing operations.
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part of these financial statements.
Group Income Statement
for the year ended 30 September 2025
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Group Statement of Comprehensive Income
for the year ended 30 September 2025
Notes
2025
£’000
2024 (restated)
1
£’000
Prot for the year attributable to owners of the Parent Company 5,064 13,857
Items that will or may be reclassied subsequently to prot or loss:
Currency translation differences on foreign currency net investments (277 ) (6,156 )
Current tax on foreign currency translation differences 9 (31 ) –
Deferred tax on foreign currency translation differences 9 10 (257 )
Fair value movement on cash flow hedges 23 (109 ) 195
Deferred tax on fair value movement 9 27 (49 )
(380 ) (6,267 )
Items that will not be reclassied subsequently to prot orffiloss:
Actuarial (loss)/gain on defined benefit pension scheme 27 (1,676 ) 1,294
Deferred tax on actuarial (loss)/gain 9 419 (323 )
(1,257 ) 971
Other comprehensive expense for the year (1,637 ) (5,296 )
Total comprehensive income for the year attributable to owners of the Parent Company 3,427 8,561
1 Revenue and cost of sales, and therefore the profit attributable to owners of the Parent Company, have been restated for the year ended 30 September 2024, further details are given in note 31.
All financial information presented relates to continuing operations.
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part of these financial statements.
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Group Statement of Changes in Equity
for the year ended 30 September 2025
Group Notes
Share
capital
£’000
Share
premium
account
£’000
Own
shares
in share
trusts
£’000
Hedging
reserve
£’000
Foreign
exchange
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
1 October 2023 1,223 23,484 (2 ) (42 ) 7,463 105,120 137,246
Prior year adjustment
1
1 October 2023 (restated) 1,223 23,484 (2 ) (42 ) 7,463 104,710 136,836
Profit for the year (restated) – – – – – 13,857 13,857
Other comprehensive income:
Exchange differences – – – – (6,156 ) – (6,156 )
Fair value movement
on cash flow hedges 23, 29 – – – 195 – – 195
Actuarial gain on defined
benefit pensionscheme 27 – – – – – 1,294 1,294
Taxation relating
to items above 9 – – – (49 ) (257 ) (323 ) (629 )
Total comprehensive income – – – 146 (6,413 ) 14,828 8,561
Transactions with owners:
Dividends 10 – – – – – (4,924 ) (4,924 )
Share-based payments 26 – – – – – 492 492
Movement in own
shares in share trusts – – 2 – – – 2
Gain on release of
shares in share trusts – – – – – 116 116
Issue of share capital 24 2 – (2 ) – – – –
Taxation relating to items
recognised directly in equity 9 – – – – – (23 ) (23 )
Total transactions with owners 2 – – – – (4,339 ) (4,337 )
30 September 2024 (restated) 1,225 23,484 (2 ) 104 1,050 115,199 141,060
1 Opening retained earnings as at 1 October 2023, profit for the year ended 30 September 2024, and thus the opening
retained earnings as at 1 October 2024 are shown restated, further details are given in note 31.
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part
of these financial statements.
Group Notes
Share
capital
£’000
Share
premium
account
£’000
Treasury
shares
£’000
Own
shares
in share
trusts
£’000
Hedging
reserve
£’000
Foreign
exchange
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
1 October 2024 (restated) 1,225 23,484 – (2 ) 104 1,050 115,199 141,060
Profit for the year – – – – – – 5,064 5,064
Other comprehensive income:
Exchange differences – – – – – (277 ) – (277 )
Fair value movement
on cash flow hedges 23, 29 – – – – (109 ) – – (109 )
Actuarial loss on defined
benefit pension scheme 27 – – – – – – (1,676 ) (1,676 )
Taxation relating
to items above 9 – – – – 27 (21 ) 419 425
Total comprehensive income – – – – (82 ) (298 ) 3,807 3,427
Transactions with owners:
Dividends 10 – – – – – – (5,147 ) (5,147 )
Share-based payments 26 – – – – – – 292 292
Movement in own
shares in share trusts – – – 3 – – – 3
Gain on release of
shares in share trust – – – – – – 104 104
Issue of share capital 24 1 – – (1 ) – – – –
Share repurchase 24 – – (39 ) – – – (4,961 ) (5,000 )
Total transactions with owners 1 – (39 ) 2 – – (9,712 ) (9,748 )
30 September 2025 1,226 23,484 (39 ) – 22 752 109,294 134,739
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Parent Company Statement of Changes in Equity
for the year ended 30 September 2025
Parent Company Notes
Share
capital
£’000
Share
premium
account
£’000
Treasury
shares
£’000
Own shares in
share trusts
£’000
Retained
earnings
£’000
Total
equity
£’000
1 October 2023 1,223 23,484 – (2) 19,317 44,022
Profit for the year – – – – 4,491 4,491
Total comprehensive income – – – – 4,491 4,491
Transactions with owners:
Dividends 10 – – – – (4,924) (4,924)
Movement in own shares in share trusts – – – 2 – 2
Share-based payments 15, 26 – – – – 492 492
Gain on release of shares in share trusts – – – – 116 116
Issue of share capital 24 2 – – (2) – –
Total transactions with owners 2 – – – (4,316) (4,314)
30 September 2024 1,225 23,484 – (2) 19,492 44,199
Profit for the year – – – – 4,764 4,764
Total comprehensive income – – – – 4,764 4,764
Transactions with owners:
Dividends 10 – – – – (5,147) (5,147)
Movement in own shares in share trusts – – – 3 – 3
Share-based payments 15, 26 – – – – 292 292
Gain on release of shares in share trusts – – – – 104 104
Issue of share capital 24 1 – – (1) – –
Share repurchase 24 – – (39) – (4,961) (5,000)
Total transactions with owners 1 – (39) 2 (9,712) (9,748)
30 September 2025 1,226 23,484 (39) – 14,544 39,215
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part of these financial statements.
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Group and Parent Company Balance Sheets
as at 30 September 2025
REGISTERED NUMBER: 01568937
Notes
Group Parent Company
2025
£’000
2024 (restated)
1
£’000
2023 (restated)
1
£’000
2025
£’000
2024
£’000
ASSETS
Non-current assets
Intangible assets 12 2,231 2,534 2,752 – –
Property, plant and equipment 13 69,989 69,808 71,526 – –
Right-of-use assets 14 884 379 538 – –
Investment in subsidiaries 15 – – – 39,358 39,066
Trade and other receivables 17 – – – 20,808 –
Post-employment benefits 27 4,060 5,578 3,723 – –
Current assets
Inventories 16 62,524 54,895 63,094 – –
Trade and other receivables 17 26,286 33,107 31,861 43 5,300
Current tax assets 254 430 300 – –
Derivative nancial instruments 23 81 380 8 – –
Cash and bank balances 18 1,745 1,786 809 350 407
Total assets 168,594 168,897 174,611 60,559 44,773
LIABILITIES
Current liabilities
Borrowings 19 (6,718 ) (2,134 ) (10,642 ) – –
Provisions 20 (169 ) (245 ) (102 ) – –
Trade and other payables 21 (21,815 ) (18,695 ) (20,700 ) (21,344) (574)
Lease liabilities 14 (205 ) (172 ) (176 ) – –
Derivative nancial instruments 23 (63 ) – (176 ) – –
Current tax liabilities – (1,324 ) (755 ) – –
(28,970 ) (22,570 ) (32,551 ) (21,344) (574)
Net current assets/(liabilities) 62,460 68,028 63,521 (20,951) 5,133
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Group and Parent Company Balance Sheets continued
as at 30 September 2025
Notes
Group Parent Company
2025
£’000
2024 (restated)
1
£’000
2023 (restated)
1
£’000
2025
£’000
2024
£’000
Non-current liabilities
Lease liabilities 14 (721 ) (219 ) (373 ) – –
Deferred tax liabilities 22 (4,164 ) (5,048 ) (4,851 ) – –
(4,885 ) (5,267 ) (5,224 ) – –
Total liabilities (33,855 ) (27,837 ) (37,775 ) (21,344) (574)
Net assets 134,739 141,060 136,836 39,215 44,199
EQUITY
Share capital 24 1,226 1,225 1,223 1,226 1,225
Share premium account 25 23,484 23,484 23,484 23,484 23,484
Treasury shares 24 (39 ) – – (39) –
Own shares in share trusts – (2 ) (2 ) – (2)
Hedging reserve 22 104 (42 ) – –
Foreign exchange reserve 752 1,050 7,463 – –
Retained earnings 109,294 115,199 104,710 14,544 19,492
Total equity attributable to owners of the Parent Company 134,739 141,060 136,836 39,215 44,199
1 Comparative balance sheets presented as at 30 September 2023 and 30 September 2024 have been restated following adjustments made to revenue and cost of sales, and therefore net assets, further details are given in note 31.
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part of these financial statements.
The Parent Company reported a profit for the year of £4,764,000 (2024: £4,491,000).
The financial statements were approved by the Board of Directors and authorised for issue on 19 January 2026 and were signed on its behalf by:
Vijay Thakrar Manprit Randhawa
Chair Interim Chief Financial Officer
19 January 2026
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Group and Parent Company Statements of Cash Flows
for the year ended 30 September 2025
Notes
Group Parent Company
2025
£’000
2024 (restated)
1
£’000
2025
£’000
2024
£’000
Cash fiow from operating activities
Profit before taxation 7,003 17,919 4,764 4,491
Adjusted for:
Depreciation of property, plant and equipment and right-of-use assets 13, 14 5,039 4,640 – –
Amortisation of intangible assets 12 469 426 – –
Loss on disposal of property, plant and equipment 13 268 28 – –
Loss on disposal of intangible assets 14 80 – – –
Net finance costs/(income) excluding post-employment benefit income 7 641 1,000 (262) (341)
Share-based payments 26 292 512 – –
Decrease/(increase) in fair value of derivatives 254 (353 ) – –
Employer contributions to defined benefit pension scheme 27 – (338 ) – –
Dividend income settled via intercompany account – – – (284)
Post-employment benefit income 27 (287 ) (224 ) – –
Defined benefit pension scheme expenses 27 129 – – –
Operating cash fiow before movements in working capital 13,888 23,610 4,502 3,866
Movements in working capital:
(Increase)/decrease in inventories (7,707 ) 4,835 – –
Decrease/(increase) in receivables 5,962 (2,711 ) (2) 35
Increase/(decrease) in payables 2,392 (939 ) 232 84
Cash generated from operations 14,535 24,795 4,732 3,985
Taxation paid (3,238 ) (3,727 ) – –
Net cash generated from operating activities 11,297 21,068 4,732 3,985
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Notes
Group Parent Company
2025
£’000
2024 (restated)
1
£’000
2025
£’000
2024
£’000
Cash fiow from investing activities
Proceeds on disposal of property, plant and equipment 2 36 – –
Cash loans to subsidiaries – – (26,919) –
Cash receipts from the repayment of loans made to subsidiaries – – 12,022 869
Purchase of property, plant and equipment 13 (4,730 ) (5,425 ) – –
Purchase of intangible assets 12 (245 ) (243 ) – –
Interest received 7 3 5 – –
Net cash (used in)/generated from investing activities (4,970 ) (5,627 ) (14,897) 869
Cash fiow from nancing activities
Repayment of borrowings and loans – (9,952 ) – –
Proceeds from bank borrowings 4,597 1,559 – –
Repayment of lease liabilities 14 (227 ) (176 ) – –
Cash proceeds of amounts borrowed from subsidiaries – – 21,654 –
Cash repayments of amounts borrowed from subsidiaries – – (1,506) –
Interest paid 7 (632 ) (992 ) – –
Dividends paid 10 (5,147 ) (4,924 ) (5,147) (4,924)
Proceeds on issue of shares 24 1 2 1 2
Share repurchase 24 (5,000 ) – (5,000) –
Sale of own shares by share trusts 106 116 106 116
Net cash (used in)/generated from nancing activities (6,302 ) (14,367 ) 10,108 (4,806)
Net increase/(decrease) in cash and cash equivalents 25 1,074 (57) 48
Effect of foreign exchange rates (66 ) (97 ) – –
Movement in cash and cash equivalents in the year (41 ) 977 (57) 48
Cash and cash equivalents at beginning of year 1,786 809 407 359
Cash and cash equivalents at end of year 1,745 1,786 350 407
Cash and cash equivalents comprise:
Cash and bank balances 18 1,745 1,786 350 407
1 Profit before taxation has been restated for the year ended 30 September 2024, further details are given in note 31.
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part of these financial statements.
Group and Parent Company Statements of Cash Flows continued
for the year ended 30 September 2025
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Group Reconciliation of Net Cash Flow to Movement in Net Debt
for the year ended 30 September 2025
The statement of reconciliation of net cash flow to movement in net debt does not form part of the primary statements.
2025
£’000
2024
£’000
Movement in cash and cash equivalents in the year (41) 977
Repayment of borrowings and loans – 9,952
Proceeds from bank borrowings (4,597) (1,559)
(Increase)/reduction in lease liabilities (535) 158
Cash (outfiow)/infiow from changes in net debt in the year (5,173) 9,528
Effect of foreign exchange rates 13 115
Movement in net debt in the year (5,160) 9,643
Net debt at beginning of year (739) (10,382)
Net debt at end of year (5,899) (739)
Analysis of movement in net debt during the year:
At 1 October
2024
£’000
Cash fiow
£’000
Non-cash
movements
£’000
Foreign exchange
movements
£’000
At 30 September
2025
£’000
Cash and bank balances 1,786 25 – (66) 1,745
Cash and cash equivalents 1,786 25 – (66) 1,745
Bank borrowings and term loan (2,134) (4,597) – 13 (6,718)
Lease liabilities (391) 227 (769) 7 (926)
Net debt (739) (4,345) (769) (46) (5,899)
At 1 October
2023
£’000
Cash flow
£’000
Non-cash
movements
£’000
Foreign exchange
movements
£’000
At 30 September
2024
£’000
Cash and bank balances 809 1,074 – (97) 1,786
Cash and cash equivalents 809 1,074 – (97) 1,786
Bank borrowings and term loan (10,642) 8,393 – 115 (2,134)
Lease liabilities (549) 176 (22) 4 (391)
Net debt (10,382) 9,643 (22) 22 (739)
The Group reconciliation of net cash flow to movement in net debt, together with notes 1 to 33, form part of these financial statements.
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Notes to the Financial Statements
for the year ended 30 September 2025
1. GENERAL INFORMATION
domiciled in England and Wales . The Parent Company’s shares are traded on the London Stock Exchange.
The address of the registered office is included within the Parent Company Information section on
page 155.
2. ADOPTION OF NEW AND AMENDED ACCOUNTING STANDARDS
NEW AND AMENDED ACCOUNTING STANDARDS
The consolidated entity has adopted all of the new or amended accounting standards and interpretations
issued by the International Accounting Standards Board (IASB) that are mandatory for the current
reporting period.
Any new or amended accounting standards or interpretations that are not yet mandatory have not been
early adopted. Adoption of IFRS 18, “Presentation and Disclosure in Financial Statements” becomes
mandatory for our financial year ending 30 September 2028 and brings new standards to the presentation
of the income statement and new disclosure requirements for management-defined performance measures
(MPMs). As such, it is likely to impact the way the Group and Parent Company presents its results in
future. However, no impact assessment has yet been completed.
ACCOUNTING STANDARDS IN ISSUE BUT NOT YET EFFECTIVE
There are no IFRSs or IFRIC interpretations that are not yet effective that would be expected to have a
material impact on the Group or Parent Company.
3. MATERIAL ACCOUNTING POLICIES
The material accounting policies which have been used in the preparation of these financial statements
are set out below.
ACCOUNTING CONVENTION
The Group is required to prepare its annual consolidated financial statements in accordance with UK-
adopted international accounting standards. The Parent Company has also prepared its own financial
statements in accordance with UK-adopted international accounting standards. The financial statements
have also been prepared under the historical cost convention (unless a fair value basis is required by IFRS)
and are in accordance with the Companies Act 2006 applicable for companies reporting under IFRS.
The Parent Company has taken advantage of the exemption under Section 408 of the Companies
Act 2006 and has not presented its own income statement in these financial statements.
The financial statements are prepared in Sterling which is the functional currency of the Parent
Company and Group and figures are presented to the nearest thousand, unless stated otherwise.
BASIS OF CONSOLIDATION
In determining whether the Going Concern basis of preparation is appropriate, the Group considers its
ability to continue in operation whilst meeting its liabilities as they fall due for the foreseeable future. This
assessment includes consideration of the Group’s covenants in respect of it’s current bank facilities.
In accordance with the requirements of IAS 1 Presentation of Financial Statements, the Directors have
assessed the Group’s ability to continue as a going concern for a period of at least twelve months from the
date of approval of these financial statements, to the end of January 2027 (the “assessment period”).
The Group accounts consolidate the financial statements of Treatt PLC and its subsidiaries for the year
ended 30 September. Subsidiaries are entities controlled by the Parent Company. Control exists when
the Parent Company has power over the investee, is exposed or has rights to variable returns from its
involvement with the investee, and has the ability to use its power to affect those returns. Control is
reassessed whenever facts and circumstances indicate that there may be a change in one or more of these
elements. Subsidiaries are consolidated from the date control is obtained until the date control ceases.
All intra-group transactions, balances and unrealised gains on transactions between Group companies are
eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence
of an impairment of the asset transferred.
GOING CONCERN
The Directors have concluded that it is reasonable to adopt the going concern basis in preparing these
financial statements based on the expectation that the Group has adequate resources to continue as a
going concern for a period of twelve months from the date these financial statements are approved.
The process adopted to assess the viability of the Group involved the modelling of a base case scenario,
a series of theoretical stress-test scenarios and a “reverse stress test” scenario, all linked to the Group’s
principal risks as set out on pages 58 to 63. These scenarios focused primarily on severe, but plausible,
adverse macro and microeconomic conditions impacting on revenues and costs, the root cause of which
might be changes in consumer confidence or the competitive landscape in the sector, or supply chain
disruptions such as trade barriers or climate change.
The Group has a £25.0m asset-based lending facility with HSBC in the UK, which falls for renewal in June
2027 and a revolving credit facility with Bank of America in the US for $25.0m, renewing in July 2026,
although we have obtained credit approval for, and expect to shortly formalise a further one-year extension of
this facility to July 2027. Therefore, for the purpose of the going concern assessment, we have considered the
base case and each stress test in the context of the US renewal being concluded in due course.
In assessing the Group’s prospects and resilience, the Directors have done so with reference to its current
financial position and prospects, its credit facilities, its recent and historical financial performance, and forecasts.
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3. MATERIAL ACCOUNTING POLICIES CONTINUED
GOING CONCERN CONTINUED
The Directors have modelled various scenarios representing severe but plausible manifestations of risks,
particularly those affecting demand and raw material prices, and have considered adverse variances against
FY25 actuals and FY26 (and early FY27) forecasts by 10% or more on revenues and gross profit margin,
both separately and simultaneously. This includes the impacts of a potential breach of banking covenants.
Under all of the above scenarios considered (excluding the reverse stress test), which represent
increasingly severe manifestations of the Group’s principal risks and uncertainties, Group headroom
remains sufficient throughout the going concern (twelve-month) period, in particular because of capacity
on the US debt with low interest payable, rendering non-compliance with covenants extremely remote.
The reverse stress test scenario involves determining conditions that would breach the covenants of the UK
facility, and therefore an assumed removal or repayment thereof, and give rise to financing requirements in
excess of the Group’s remaining US facility, within twelve months of the financial statements reporting date.
In the reverse stress test scenario, it was determined that, all other variables remaining equal, the UK
margin covenant would breach if the Group experienced raw material cost increases, across all product
lines in aggregate, of c.14% compared to 2025 levels and was not able to pass on more than 50% of
that increase to customers (lower than our proven ability to pass on costs since 2022). Assuming the
UK facility was withdrawn, a decrease of revenue of c.23% and c.18% against FY26 (and early FY27)
budget and FY25 actuals respectively (alongside this margin reduction of c.600bps and c.550bps
compared with FY26 budget and FY25 levels respectively) would lead to a full erosion of the remaining
headroom on US facilities by January 2027, with no mitigating measures put in place.
The directors have concluded that the likelihood of this reverse stress test scenario is remote. In addition,
it is implausible that the Group would not act swiftly and decisively to activate mitigations such as
operating cost savings, reduction in capital expenditure, working capital and inventory management, and
delaying or cancelling future dividends in order to mitigate immediate liquidity concerns.
Having considered this range of stress-test scenarios and the Group’s proven ability to adapt to and
manage adversity, the Directors have not identified any material uncertainty that may give rise to significant
doubt over the Group’s ability to continue as a going concern for a period of at least twelve months from
the date that this report is approved. Accordingly, they continue to adopt the going concern basis of
accounting in preparing these financial statements.
PRESENTATION OF FINANCIAL STATEMENTS
The primary statements within the financial information contained in this document have been presented
in accordance with IAS 1, “Presentation of Financial Statements”.
INVESTMENTS IN SUBSIDIARIES
Investments in subsidiaries in the Parent Company balance sheet are stated at cost, less any provision
for impairment.
REVENUE RECOGNITION
Revenue represents amounts receivable net of trade discounts, VAT and other sales-related taxes.
Revenue is recognised in these financial statements when control over the goods is transferred to
the customer, which is either upon shipment or in line with specific Incoterms agreed with individual
customers. Where goods are sold to a customer, but retained physically on a bill and hold arrangement,
revenue is recognised at the point that the goods are assigned to the customer.
The point at which control passes, or the goods are assigned, is considered to be the point at which the
Group’s performance obligation has been satisfied, therefore when revenue should be recognised, in
accordance with IFRS 15, “Revenue from Contracts with Customers”.
EFFECT OF CHANGES IN FOREIGN EXCHANGE RATES
Transactions in currencies other than Sterling are recorded at the rate of exchange at the date of transaction.
Assets and liabilities in foreign currencies are translated into Sterling in the balance sheet at the year-end rate.
Income and expense items of the Group’s overseas subsidiaries are translated into Sterling at the
average rate for the year. Their balance sheets are translated at the rate ruling at the balance sheet date.
Exchange differences which arise from the translation of the opening net assets and results of
foreign subsidiaries and from translating the income statement at an average rate are taken to
reserves. Under IAS 21, “The Effects of Changes in Foreign Exchange Rates” these cumulative
translation differences which are recognised in the Statement of Comprehensive Income are separately
accounted for within reserves and are transferred from equity to the income statement in the event of
the disposal of a foreignoperation. Allother exchange differences are taken to the income statement.
RESEARCH AND DEVELOPMENT EXPENDITURE
Expenditure on research activities is recognised as an expense and charged to the income statement in
the period in which it is incurred.
Expenditure arising from any specific development is recognised as an asset only if all of the following
conditions are met:
• An asset is created that can be identified
• It is probable that the asset created will generate future economic benefits
• The development cost of the asset can be measured reliably
Development expenditure meeting these conditions is capitalised, and subsequently amortised on a
straight-line basis over its useful life. Where these conditions for capitalising development expenditure have
not been met, the related expenditure is recognised as an expense in the period in which it is incurred.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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3. MATERIAL ACCOUNTING POLICIES CONTINUED
LEASES
When the Group becomes party to a lease arrangement it applies IFRS 16, “Leases” and recognises
aright-of-use asset and a lease liability upon commencement, except for leases of low value (less than
£3,000) or for leases with a duration of less than twelve months. The lease liability and right-of-use asset
is initially measured at the present value of the lease payments payable over the lease term, discounted
at the incremental borrowing rate for that lease. Right-of-use assets are depreciated over the expected life
of the lease. The amount charged to the income statement comprises the depreciation of the right-of-use
asset and the interest cost on the lease liability.
TAXATION
The tax expense comprises current and deferred tax.
CURRENT TAX
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as
reported in the income statement because it excludes items of income or expense that are taxable or
deductible in other years and it further excludes items that are never taxable or deductible. The Group’s
liability for current tax is calculated by using tax rates that have been enacted or substantively enacted by
the balance sheet date. Where the Group and/or Parent Company have a net current tax asset in one legal
jurisdiction, a liability in another, and consequently have no legal right of set off, then these assets and
liabilities will be shown separately on the balance sheet as required by IAS 12, “Income Taxes”.
Current tax is charged or credited in the income statement, except when it relates to items credited or
charged directly to equity, in which case the current tax is also dealt with in equity.
DEFERRED TAX
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying
amount of assets and liabilities in the financial statements and the corresponding tax bases used in the
computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred
tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised
to the extent that it is probable that taxable profits will be available against which deductible temporary
differences can be utilised.
Deferred tax is measured at the tax rates that are expected to apply in the periods in which timing
differences are expected to reverse, based on tax rates and laws that have been enacted or substantively
enacted by the balance sheet date. Where the Group and/or Parent Company have a net deferred tax asset
in one legal jurisdiction, a liability in another, and consequently have no legal right of set off, then these
assets and liabilities will be shown separately on the balance sheet as required by IAS 12, “Income Taxes”.
Deferred tax is charged or credited in the income statement, except when it relates to items credited or
charged directly to equity, in which case deferred tax is also dealt with in equity.
EXCEPTIONAL ITEMS
The Group has elected to classify certain items as exceptional and present them separately on the face of
the income statement. Exceptional items are defined as those which are separately identified by virtue of
their size, nature or expected frequency, to allow a better understanding of the underlying performance in
the year.
POST-BALANCE SHEET EVENTS AND DIVIDENDS
IAS 10, “Events after the Balance Sheet Date” requires that final dividends proposed after the balance sheet
date should not be recognised as a liability at that balance sheet date, as the liability does not represent
a present obligation as defined by IAS 37, “Provisions, Contingent Liabilities and Contingent Assets”.
Consequently, final dividends are only recognised as a liability once formally approved at the Annual General
Meeting and interim dividends are not recognised until paid.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment is stated at cost less depreciation. Historical cost includes expenditure that
is directly attributable to the acquisition or construction of the assets. Assets are recognised only when it is
probable that future economic benefits associated with the asset will flow to the Group and the cost of the
asset can be measured reliably.
Depreciation is provided on all property, plant and equipment and right-of-use assets, except freehold
and long leasehold land, using the straight-line basis to write off the cost of the asset, less estimated residual
value. Property, plant and equipment residual values and useful lives are reviewed annually,
and are as follows:
• Buildings: 50 years
• Plant and machinery: 4–15 years
• Fixtures, fittings and equipment: 4–15 years
• Laboratory equipment: 5–10 years
Property, plant and equipment is derecognised on disposal or where no future economic benefits are
expected to arise from the continued use of the asset. Gains and losses on disposals are determined by
comparing the net proceeds with the carrying amount and are recognised within administration expenses.
INTANGIBLE ASSETS
Intangible assets comprise of licences for software, internally generated software and development costs that
meet the criteria for capitalisation as set out in the research and development expenditure accounting policy
note. Amortisation (which is included within administrative expenses) is provided on all intangible assets,
using the straight-line basis to expense the cost of the asset, less estimated residual value, as follows:
• Software: 4–12 years
• Development costs: 5–10 years
Notes to the Financial Statements continued
for the year ended 30 September 2025
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3. MATERIAL ACCOUNTING POLICIES CONTINUED
IMPAIRMENT OF PROPERTY, PLANT AND EQUIPMENT AND INTANGIBLE ASSETS
Provision will be made should any impairment in the value of properties or other non-current assets,
excluding deferred tax assets, occur.
The carrying amounts of the Group’s non-current assets, excluding deferred tax assets, are reviewed at
each reporting date to determine whether there is any indication of impairment. If any such indication
exists, the need for an impairment is assessed by comparison of the carrying value of the asset against
the higher of fair value less costs of disposal and value in use. The value in use is estimated using a
discounted cash flow model.
INVENTORIES
Inventories are stated at the lower of cost and net realisable value. Cost is based on raw material
costs plus attributable overheads. Net realisable value is based on estimated selling price less further
costs expected to be incurred through to disposal. Provision is made for obsolete, slow-moving and
defectiveitems.
ONEROUS CONTRACTS
Provisions for onerous contracts are recognised when the expected benefits from a contract are lower than
the unavoidable costs of meeting the contract’s obligations. This arises when fixed-price contracts become
loss-making as a result of raw material price increases or market pressure on selling prices.
FINANCIAL INSTRUMENTS
Financial assets and financial liabilities are recognised on the Group and/or Parent Company’s balance
sheet when the Group and/or Parent Company have become a party to the contractual provisions of
the instrument.
FINANCIAL ASSETS
Financial assets held by the Group are classified in accordance with IFRS 9, “Financial Instruments”.
Financial assets at the reporting date comprise trade receivables, loans, other receivables and cash
and cash equivalents. The classification depends on both the nature of contractual cash flows due
from the instrument, and the business model in which it is expected the cash flows will be realised.
TRADE RECEIVABLES
The Group generally holds trade receivables with the objective to collect the contractual cash flows, and
so it measures them initially at fair value then subsequently at amortised cost using the effective interest
method, less an allowance for expected credit losses (ECLs). The Group may sell trade receivables from
some customers before the due date; these sales are true sales of debt that result in derecognition.
Any receivables from such customers not sold at the reporting date are classified as “held to collect and
sell” and held at fair value with changes recognised in other comprehensive income.
The Group has adopted the simplified approach to impairment as permitted under IFRS 9 and
recognisesthe lifetime ECLs for trade receivables at initial recognition. ECLs have been estimated
usingtheGroup’s historical credit loss experience and the current and anticipated future market
conditionsat thereportingdate.
LOANS RECEIVABLE
All loans receivable are intercompany balances held by the Parent Company and are initially recognised at
fair value. After initial recognition, interest-bearing loans are measured at amortised cost using the effective
interest method, less an allowance for ECLs. Impairment provisions for receivables from related parties and
loans to related parties are recognised based on the forward-looking ECL model. For those receivables
where the credit risk has not increased significantly since initial recognition, twelve-month ECLs are
recognised. ECLs measured over the lifetime of the financial asset are only recognised where
it is determined that the credit risk has increased significantly.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents include cash in hand, deposits held at call with banks, and other short-
term highly liquid investments with original maturities of three months or less. Bank overdrafts that
arerepayable on demand and form an integral part of the Group’s cash management are included as
a component of cash and cash equivalents for the purposes of the consolidated cash flow statement.
Bank overdrafts are shown within borrowings in current liabilities on the balance sheet.
FINANCIAL LIABILITIES AND EQUITY INSTRUMENTS
Financial liabilities and equity instruments are classified according to the substance of the contractual
arrangements entered into, and in accordance with IAS 32, “Financial Instruments: Presentation”.
An equity instrument is any contract that evidences a residual interest in the assets of the Group
or Parent Company after deducting all of its liabilities.
INTEREST-BEARING LOANS AND BORROWINGS
All loans and borrowings are initially recognised at the fair value of the consideration received, net of issue
costs. After initial recognition, interest-bearing loans and borrowings are measured at amortised cost using
the effective interest method. All borrowing costs are recognised in the income statement in the year in
which they are incurred unless they meet the criteria for capitalisation under IAS 23, “Borrowing Costs”.
TRADE PAYABLES
Trade payables are not interest-bearing and are stated at their nominal value.
EQUITY INSTRUMENTS
Equity instruments issued by the Parent Company are recorded at the proceeds received, net of direct
issue costs.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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3. MATERIAL ACCOUNTING POLICIES CONTINUED
DERIVATIVE FINANCIAL INSTRUMENTS
The Group’s activities expose it to both the financial risks of changes in foreign currency exchange rates
and interest rates. From time to time the Group uses foreign exchange forward and option contracts
and interest rate swap contracts to hedge some of these exposures. The Group does not use derivative
financial instruments for speculative purposes. The use of financial derivatives is governed by the Group’s
policies approved by the Board. Further information on currency and interest rate management is provided
in note 29.
HEDGE ACCOUNTING
At the inception of the hedge relationship, the Group documents the relationship between the hedging
instrument and the hedged item, along with the Group’s risk management objectives and strategy for
undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing
basis, the Group prospectively documents whether the hedging instrument that is used in a hedging
relationship is effective in offsetting changes in fair values or cash flows of the hedged item.
Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated, exercised,
or no longer qualifies for hedge accounting. If a hedging transaction is no longer expected to occur,
the net cumulative gain or loss that was recognised in equity is reclassified to profit and loss as a
reclassification adjustment through reserves. Changes in the fair value of derivative financial instruments
that do not qualify for hedge accounting are recognised in the income statement as they arise.
CASH FLOW HEDGES
Changes in the fair value of derivative financial instruments that are designated as effective as cash flow
hedging instruments are initially recognised directly in equity. Where the hedged item is cash flows that
are to be recognised in the income statement, amounts deferred in equity are recognised in the income
statement at the same time in which the hedged items affect net profit or loss. Any ineffective portion is
recognised immediately in the income statement as other gains and losses.
PENSION COSTS
One of the Group’s UK subsidiaries, R.C. Treatt & Co Limited, operates a defined benefit scheme through
an independently administered pension scheme.
For defined benefit retirement plans, the cost of providing benefits is determined using the projected
unit credit method, with full actuarial valuations being carried out every three years and updated at each
balance sheet date. The post-employment benefits obligation or surplus recognised in the balance sheet
represents the present value of the defined benefit pension obligations as reduced by the fair value of
scheme assets. Any asset resulting from this calculation is limited to the present value of available refunds
and reductions in future contributions to the scheme.
In accordance with IAS 19, “Employee Benefits” the asset or liability in the defined benefit pension scheme
is recognised as an asset or liability of the Group under non-current assets or liabilities under the heading
“post-employment benefits”. The deferred tax in respect of post-employment benefits is netted against
other deferred tax assets and liabilities relating to the same jurisdiction (see taxation accounting policy)
and included in the deferred taxation asset or liability shown under non-current assets or liabilities.
The net interest on assets, net of interest on scheme liabilities, are reflected in the income statement for
the period, in place of any actual cash contributions made. Scheme administrative costs that are paid by
the scheme are also recognised in the income statement. All experience gains or losses on the assets
and liabilities of the scheme, together with the effect of changes in assumptions, are reflected as a gain
or loss in the Statement of Comprehensive Income.
The Group also operates a number of defined contribution pension schemes. The contributions for
these schemes are charged to the income statement in the year in which they become payable.
SHARE OPTIONS, THE EMPLOYEE BENEFIT TRUST AND SHARE INCENTIVE PLAN TRUST
Shares held by the Treatt Employee Benefit Trust (EBT) for the purpose of fulfilling obligations in respect
of various employee share plans are deducted from equity in the Group and Parent Company balance
sheets. The treatment in the Parent Company balance sheet reflects the substance of the entity’s control
of the trust.
The Group has an HMRC-approved share incentive plan (SIP) which is administered by Link Asset Services
Trustees, to whom shares are issued at nominal value for the purpose of fulfilling obligations under the
SIP. The treatment of the SIP in the Group and Company financial statements is consistent with that of the
EBT as explained above.
SHARE-BASED PAYMENTS
IFRS 2, “Share-based Payments”, requires that an expense for equity instruments granted be recognised
in the financial statements based on their fair value at the date of grant. The Group has adopted the
Black-Scholes model for the purposes of computing the fair value of options under IFRS. The fair value
excludes the effect of non-market-based vesting conditions. This expense, which is in relation to share
option schemes for staff in the UK and US, is recognised on a straight-line basis over the vesting period of
the scheme, based on the Group’s estimate of the number of equity instruments that will eventually vest.
At each balance sheet date, the Group revises its estimate of the number of equity instruments expected
to vest as a result of the effect of non-market-based vesting conditions. The impact of the revision of
the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects
the revised estimate, with a corresponding adjustment to the retained earnings reserve.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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3. MATERIAL ACCOUNTING POLICIES CONTINUED
SHARE-BASED PAYMENTS CONTINUED
Savings-related share options granted to employees are treated as cancelled when employees cease
to contribute to the scheme. Cancelled options are accounted for as an acceleration of vesting. The
unrecognised grant date fair value is recognised in profit or loss in the year that the options are cancelled.
The Group has an HMRC-approved SIP for its UK-based employees under which employees can be
awarded “Free” and “Matching” shares. The fair value of shares awarded under the SIP is the market value
of those shares at the date of grant, which is then adjusted for leavers and recognised on a straight-line
basis over the vesting period.
Where the Parent Company grants options over its shares to employees in subsidiaries, and the parent
company is not to be reimbursed by the subsidiary, it recognises this as a capital contribution equivalent
to the share-based payment charge recognised in the Group income statement. In the financial statements
of the Parent Company, this capital contribution is recognised as an increase in the cost of investment in
subsidiaries, with the corresponding credit being recognised directly in equity.
CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS
Estimates and judgements are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates
and assumptions will, by definition, seldom equal the related actual results. The Group has evaluated
the estimates and assumptions that have been made in relation to the carrying amounts of assets and
liabilities in these financial statements.
KEY SOURCES OF ESTIMATION UNCERTAINTY
The key sources of estimation uncertainty with a significant risk of causing a material adjustment to assets
and liabilities in the next financial year include the following:
PENSIONS
The choice of discount rate, inflation rate and life expectancy basis could materially affect the level of
surpluses and deficits in the defined benefit pension scheme. Under IAS 19, a discount rate should
be based upon a yield of high-quality corporate bonds of appropriate term and currency, hence a
degree of estimation exists in the choice of applicable bond universe on which the yield curve is
constructed, the method used to produce the yield curve as well as the expected average duration
ofthescheme’sliabilities.
The methodology behind the inflation assumptions is based on similar assumptions regarding duration
of the scheme and choice of yield curves, as well as the application of a risk-premium deduction.
The estimated life expectancy of scheme members is determined through the choice of mortality
model and allowances for future mortality improvements. The key assumptions listed above, and how
a change in those would impact the defined benefit pension liability or asset, are set out in note 27.
OVERHEAD ABSORPTION AND INVENTORY PROVISIONS
Estimates are made of the operating costs directly attributable to the manufacture of our products,
and the annual utilisation hours of our manufacturing equipment, in setting overhead absorption rates
to include the costs of conversion in the value of our inventory (in accordance with IAS 2, “Inventories”).
These rates are reviewed over the course of the financial year based on actual operating costs and
equipment utilisation and adjusted accordingly. Estimates are also made of the level of provision against
inventory at the year-end date. The Group has an inventory provisioning policy, which this year was
updated to provide against citrus stock aged over three years whereas previously it had been two years,
but has otherwise been applied consistently year-on-year. The impact of this change in the Group income
statement was £0.5m in the year. However, because of the volatility of citrus commodity pricing as well
as the fast-moving nature of trends and customer requirements, there is an inherent risk that judgements
made at the balance sheet date could require a material adjustment in the following year to reflect changes
in circumstances.
SHARE-BASED PAYMENTS
In accordance with IFRS 2, “Share-based Payments”, share options and other share awards are measured
at fair value at the date of grant. The fair value determined is then expensed in the income statement
on a straight-line basis over the vesting period, with a corresponding increase in equity. The valuation of
these share-based payments requires several estimates to be made in respect of the number of options
that are expected to vest. Details of the assumptions made in respect of each of the share-based payment
schemes are disclosed in note 26. Changes in these assumptions could lead to changes in the income
statement expense in future periods.
CRITICAL JUDGEMENTS
In the course of preparing these financial statements, no judgements have been made in the process
of applying the Group’s accounting policies, other than those involving estimations as discussed above,
that have had a material effect on the amounts recognised in the financial statements.
CLIMATE CHANGE
In preparing these financial statements, the Group has considered the impact of climate change in the
context of the risks and opportunities identified in the Task Force on Climate-related Financial Disclosures
(TCFD) on pages 37 to 47 and the Group’s sustainability targets. We note that although the risks arising
from climate change are material for the Group, these risks are more likely to manifest in the medium to
long-term, and at present climate change has had no material impact on the Group’s judgements and
estimates. We will continue to assess how climate change and its impact may affect the judgements and
estimates made in the Group’s financial statements.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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3. MATERIAL ACCOUNTING POLICIES CONTINUED
DESCRIPTION OF THE NATURE AND PURPOSE OF EACH RESERVE WITHIN EQUITY
Share capital
Share capital represents the value of all called up, allotted and fully paid shares of the Parent Company.
Share premium account
The share premium account represents amounts received in excess of the nominal value of shares on the
issue of new shares.
Own shares in share trusts
Own shares in share trusts relate to shares held in the Treatt Employee Benefit Trust (the EBT) and the SIP
Trust, which are administered by Link Asset Services Trustees. The shares held in the EBT and SIP Trust
are all held to meet options to be exercised by employees, and share awards and tax-approved purchases
by employees under the SIP. Dividends on those shares not beneficially held on behalf of employees have
been waived.
Hedging reserve
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash
flow hedging instruments related to hedged transactions that have not yet occurred.
Foreign exchange reserve
The foreign exchange reserve records the cumulative exchange differences arising from the translation of
the financial statements of overseas subsidiaries.
Retained earnings
Retained earnings comprises the Group’s cumulative annual profits and losses, actuarial gains and losses
on the defined benefit pension scheme and dividend payments, combined with the employee share option
reserve which represents the equity component of share-based payment arrangements.
4. SEGMENTAL INFORMATION
GROUP
Business segments
IFRS 8 requires operating segments to be identified on the basis of internal financial information reported
to the Chief Operating Decision Maker (CODM). The Group’s CODM has been identified as the Executive
Directors who are primarily responsible for the allocation of resources to the segments and for assessing
their performance. The disclosure in the Group accounts of segmental information is consistent with the
information used by the CODM in order to assess financial performance from the Group’s operations.
The Group operates one global business segment engaging in the manufacture and supply of
innovative ingredient solutions for the beverage, flavour, fragrance and consumer product industries with
manufacturing sites in the UK and the US. Many of the Group’s activities, including sales, manufacturing,
supply chain, technical, IT and finance, are managed globally on a Group basis.
Geographical segments
The following table provides an analysis of the Group’s revenue by geographical market:
| Revenue by destination | |||
| 2025 | |||
| £’000 | |||
| 2024 | |||
| (restated) | |||
| 1 | |||
| £’000 | |||
| United Kingdom | 6,992 | 8,052 | |
| Rest of Europe | – Germany | 7,151 | 4,892 |
| – Ireland | 8,783 | 16,552 | |
| – Other | 15,759 | 14,095 | |
| The Americas | – USA | 52,962 | 57,412 |
| – Other | 7,415 | 14,555 | |
| Rest of the World | – China | 9,559 | 11, 4 9 5 |
| – Other | 23,853 | 23,150 | |
| 132,474 | 150,203 |
1 Revenue, and therefore the analysis by geographical market, has been restated for the year ended 30 September
2024, further details are given in note 31.
All Group revenue is in respect of the sale of goods. No single country included within “Other” contributes
more than 5% of the Group’s total revenue. The Group revenue generated by customers accounting for
more than 10% each of the Group’s overall revenue is £nil (2024: £25,477,000).
Non-current assets by geographical location, excluding post-employment benefit surplus are:
| Non-current assets by destination | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| United Kingdom | 45,560 | 45,698 |
| United States | 26,564 | 26,925 |
| China | 980 | 98 |
| 73,10 4 | 72,721 |
Notes to the Financial Statements continued
for the year ended 30 September 2025
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5. OPERATING PROFIT FOR THE YEAR
Operating profit
1
for the year is stated after charging/(crediting):
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 2 | ||
| £’000 | ||
| Depreciation of property, plant and equipment and right-of-use assets | 5,039 | 4,640 |
| Amortisation of intangible assets | 469 | 426 |
| Loss on disposal of property, plant and equipment | 72 | 28 |
| Loss on disposal of intangible assets | 80 | – |
| Research and development costs | 934 | 1,473 |
| Research and development tax credits | (124) | (45) |
| Net foreign exchange (gain)/expense | ||
| 3 | ||
| (488) | 717 | |
| Cost of inventories recognised as an expense | 85,576 | 91,358 |
| Write down of inventories recognised as an expense | 412 | 785 |
| Shipping costs | 2,704 | 2,888 |
| IT and telephony costs | 1,212 | 1,038 |
| Insurance costs | 1,187 | 1,255 |
| Energy and utility costs | 1,420 | 1,446 |
1 Figures refer to operating profit excluding exceptional items, which is calculated as profit before exceptional items,
net finance costs and taxation.
2 Cost of inventories recognised as an expense has been restated for the year ended 30 September 2024, further
details are given in note 31.
3 Excludes foreign exchange gains or losses on financial instruments disclosed in note 23.
The analysis of the auditor’s remuneration is as follows:
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Fees payable to the Parent Company’s auditors and their associates | ||
| for the audit of: | ||
| – the Parent Company and Group accounts | 131 | 116 |
| – the Group’s subsidiaries pursuant to legislation | 314 | 257 |
| Total audit fees | 445 | 373 |
| Fees payable to the Parent Company’s auditors and their associates | ||
| for other services to the Group: | ||
| – other assurance services | 3 | 18 |
| Total non-audit fees | 3 | 18 |
6. EMPLOYEES
NUMBER OF EMPLOYEES
During the year the average number of staff employed by the Group, including Directors, was as follows:
| Group | ||
| 2025 | ||
| Number | ||
| 2024 | ||
| Number | ||
| Technical and production | 156 | 161 |
| Administration and sales | 206 | 209 |
| 362 | 370 |
The total number of staff employed by the Group at the year-end date is 353 (2024: 379). No staff were
employed by the Parent Company in the current or prior year. During the year, the Directors shown on
pages 66 to 67 were employed by R.C. Treatt & Co Limited.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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6. EMPLOYEES CONTINUED
EMPLOYMENT COSTS
The following costs were incurred in respect of the above:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Wages and salaries | 18,321 | 18,994 |
| Social security costs | 1,758 | 1,592 |
| Pension costs (see note 27) | 1,201 | 1,213 |
| Share-based payments (see note 26) | 292 | 512 |
| 21,572 | 22 , 311 |
The value of other short-term non-monetary benefits including health insurance was £1,354,000 (2024:
£1,362,000).
DIRECTORS
During the year, the aggregate emoluments in respect of the Executive and Non-executive Directors was
as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Directors in aggregate: | ||
| Emoluments in respect of qualifying services | 736 | 679 |
| Fees paid to Non-executive Directors in respect of qualifying services | 354 | 367 |
| Taxable benefits in respect of qualifying services | 31 | 20 |
| Share-based payments expense in respect of qualifying services | – | 69 |
| Pension contributions to money purchase schemes | 59 | 51 |
| 1,180 | 1,186 |
The share-based payments expense in respect of qualifying services differs to the gains made on the
vesting of share options as disclosed in the Directors’ Remuneration Report.
The aggregate amount of gains made by the Directors on the exercise of share options in the year was
£nil (2024: £103,771).
Further information on Directors’ emoluments and share options are set out on pages 85 to 95.
7. FINANCE INCOME AND COSTS
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Finance income | ||
| Other interest received | 3 | 5 |
| Post-employment benefit income (see note 27) | 287 | 224 |
| 290 | 229 | |
| Finance costs | ||
| Bank interest paid | 233 | 678 |
| Other bank finance costs | 399 | 314 |
| Lease liabilities finance expense (see note 14) | 12 | 13 |
| 644 | 1,005 |
8. EXCEPTIONAL ITEMS
The exceptional items referred to in the income statement can be categorised as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Treatt PLC acquisition: | ||
| Acquisition expenses | 2,374 | – |
| Less: tax effect of acquisition expenses | (92) | – |
| Regional restructuring: | ||
| Restructuring expenses | 538 | 328 |
| Less: tax effect of restructuring expenses | (135) | (82) |
| Other exceptionals: | ||
| Other exceptional expenses (see below) | 397 | – |
| Less: tax effect of other exceptional expenses | (49) | – |
| Relocation expenses: | ||
| Relocation expenses | – | 302 |
| Less: tax effect of relocation expenses | – | (20) |
| 3,033 | 528 |
The exceptional items all relate to non-recurring costs which are considered material in aggregate and
discrete in nature; therefore, the Group considers them exceptional in order to provide a more meaningful
view of the Group’s underlying business performance.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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8. EXCEPTIONAL ITEMS CONTINUED
ACQUISITION EXPENSES
Acquisition expenses relate to legal, financial, advisory and other direct costs incurred solely in relation
to the recommended offer first announced on 8 September 2025, via a scheme of arrangement from
Natara Global Limited, to acquire the entire issued and to-be-issued share capital of Treatt PLC. On
3 November 2025, the scheme of arrangement failed to reach the 75% approval threshold and did not
pass. As a result, the acquisition lapsed and Treatt exited the offer period under the UK takeover code.
The costs classified as exceptional in the year include costs actually incurred, and those expected to be
incurred such as unbilled work in progress from our legal advisers and brokers at 30 September 2025.
The total expenses recognised as at the reporting date are £2,374,000. However, immaterial further
costs and credits were incurred subsequent to the year end that will be reflected as exceptional items in
the FY26 financial statements. See note 32 for further detail on post balance sheet events.
RESTRUCTURING EXPENSES
Restructuring expenses comprise costs that were incurred in respect of a Group restructure into a regional
operating model. This restructure involved removing some Group management positions and recruiting
locally focused leadership in the UK and the US. Restructuring costs principally comprise termination
payments and associated advisory costs relating to those employees impacted by the transition to the
new structure, as well as recruitment expenses for newly created roles. There are no further expenses
expected in relation to this process.
OTHER EXCEPTIONAL EXPENSES
Other exceptional expenses comprise costs associated with achieving a full-scheme buy-in for the defined
benefit pension scheme and impairments of property, plant and equipment.
Pension scheme buy-in costs relate to the expenses incurred to date in respect of de-risking the
R.C. Treatt & Company Pension Scheme via a full-scheme buy-in. This process was completed on
5th December 2026 and has been classified as exceptional due to its expected financial impact over the
duration of the project and its non-recurring nature. Total costs incurred to date are £201,000, of which
£129,000 have been reimbursed by the Scheme, with remaining fees expected to be in the region of
£0.2m to 0.3m. See note 32 for further detail on post balance sheet events.
Impairment costs of £196,000 relate to the aborted design and feasibility costs of an expansion at
Treatt USA Inc’s Lakeland site. The impairment charge is for the full value of the work initially recognised
as work in progress in the year to 30 September 2023. The impairment was made on the basis that
realisation of the expansion under the terms of the design and feasibility studies undertaken was no
longer probable. There are no further expenses expected in relation to this aborted project.
9. TAXATION
ANALYSIS OF TAX CHARGE IN INCOME STATEMENT
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Current tax: | ||
| UK corporation tax on profits for the year | – | – |
| Adjustments to UK tax in respect of previous periods | 58 | – |
| Overseas corporation tax on profits for the year | 2,219 | 4,230 |
| Adjustments to overseas tax in respect of previous periods | 82 | 30 |
| Total current tax | 2,359 | 4,260 |
| Deferred tax: | ||
| Origination and reversal of temporary differences | (142) | (120) |
| Effect of change of tax rate on opening deferred tax | – | (77) |
| Adjustments in respect of previous periods | (278) | (1) |
| Total deferred tax (see note 22) | (420) | (198) |
| Tax on prot on ordinary activities | 1,939 | 4,062 |
ANALYSIS OF TAX CREDIT/CHARGE IN OTHER COMPREHENSIVE INCOME
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Current tax: | ||
| Foreign currency translation differences | 31 | – |
| Total current tax | 31 | – |
| Deferred tax: | ||
| Cash flow hedges | (27) | 49 |
| Foreign currency translation differences | (10) | 257 |
| Defined benefit pension scheme | (419) | 323 |
| Total deferred tax (see note 22) | (456) | 629 |
| Total tax (credit)/charge recognised in other comprehensive income | (425) | 629 |
Notes to the Financial Statements continued
for the year ended 30 September 2025
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9. TAXATION CONTINUED
ANALYSIS OF TAX CHARGE IN EQUITY
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Deferred tax: | ||
| Share-based payments | – | 23 |
| Total tax charge recognised in equity | – | 23 |
FACTORS AFFECTING TAX CHARGE FOR THE YEAR
The tax assessed for the year is different from that calculated at the standard rate of corporation tax in the
UK applicable to the Group of 25.0% (2024: 25.0%). The differences are explained below:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| £’000 | ||
| Prot before tax multiplied by standard rate of UK corporation tax | ||
| at 25.0% (2024: 25.0%) | 1,751 | 4,480 |
| Effects of: | ||
| Prior period adjustment | ||
| 1 | ||
| tax impact | – | 136 |
| Expenses not deductible in determining taxable profit | 753 | 116 |
| Adjustments in respect of overseas state taxes | 273 | 309 |
| Benefits of overseas tax incentives | (229) | (320) |
| Research and development tax credits | (24) | (19) |
| Difference in tax rates on overseas earnings | (400) | (654) |
| Adjustments to tax charge in respect of prior years | (196) | 29 |
| Deferred tax not recognised | 11 | (15) |
| Total tax charge for the year | 1,939 | 4,062 |
1 Profit before tax has been restated for the year ended 30 September 2024, further details are given in note 31.
The adjustments in respect of prior years relate to the finalisation of previous years’ tax computations and
the impact of the 2024 restatement of profit before tax.
10. DIVIDENDS
EQUITY DIVIDENDS ON ORDINARY SHARES
| Dividend per share for years ended | |||||
| 30 September | |||||
| Parent Company and Group | |||||
| 2025 | |||||
| Pence | |||||
| 2024 | |||||
| Pence | |||||
| 2023 | |||||
| Pence | |||||
| 2025 | |||||
| £’000 | |||||
| 2024 | |||||
| £’000 | |||||
| Interim dividend | 2.60p | ||||
| 3 | |||||
| 2.60p | |||||
| 2 | |||||
| 2.55p | |||||
| 1 | |||||
| 1,593 | 1,589 | ||||
| Final dividend | 3.00p | ||||
| 4 | |||||
| 5.81p | |||||
| 3 | |||||
| 5.46p | |||||
| 2 | |||||
| 3,554 | 3,335 | ||||
| 5.60p | 8.41p | 8.01p | 5,147 | 4,924 |
1 Accounted for in the year ended 30 September 2023.
2 Accounted for in the year ended 30 September 2024, totalling £4,924,000 as reported.
3 Accounted for in the year ended 30 September 2025, totalling £5,147,000 as reported.
4 The proposed final dividend for the year ended 30 September 2025 of 3.00p will be voted on at the Annual General
Meeting on 26 March 2026 and will therefore be accounted for in the financial statements for the year ending
30 September 2026.
11. EARNINGS PER SHARE
BASIC EARNINGS PER SHARE
Basic earnings per share is based on the weighted average number of ordinary shares in issue and
ranking for dividend during the year. The weighted average number of shares excludes shares held
by the Treatt Employee Benefit Trust (EBT) as these do not rank for dividend.
| Group | 2025 | |
| 2024 | ||
| (restated) | ||
| 1 | ||
| Profit after taxation attributable to owners of the Parent Company (£’000) | 5,064 | 13,857 |
| Weighted average number of ordinary shares in issue (‘000) | 60,446 | 61,006 |
| Basic earnings per share (pence) | 8.38p | 22.71p |
Notes to the Financial Statements continued
for the year ended 30 September 2025
126
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11. EARNINGS PER SHARE CONTINUED
DILUTED EARNINGS PER SHARE
Diluted earnings per share is based on the weighted average number of ordinary shares in issue and
ranking for dividend during the year, adjusted for the effect of all dilutive potential ordinary shares.
The number of shares used to calculate earnings per share (EPS) have been derived as follows:
| Group | ||
| 2025 | ||
| No. (‘000) | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| No. (‘000) | ||
| Weighted average number of shares | 61,265 | 61,210 |
| Weighted average number of shares held in the EBT | (59) | (204) |
| Weighted average number of shares held in treasury | (760) | – |
| Weighted average number of shares used for calculating basic EPS | 60,446 | 61,006 |
| Executive share option schemes | 117 | 269 |
| All-employee share options | 14 | 69 |
| Weighted average number of shares used for calculating diluted EPS | 60,577 | 61,344 |
| Diluted earnings per share (pence) | 8.36p | 22.59p |
ADJUSTED EARNINGS PER SHARE
Adjusted earnings per share measures are calculated based on profits for the year attributable to owners
of the Parent Company before exceptional items as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| £’000 | ||
| Profit after taxation attributable to owners of the Parent Company | 5,064 | 13,857 |
| Adjusted for: | ||
| Exceptional items – Treatt PLC acquisition (see note 8) | 2,374 | – |
| Exceptional items – regional restructuring (see note 8) | 538 | 328 |
| Exceptional items – relocation (see note 8) | – | 302 |
| Exceptional items – other (see note 8) | 397 | – |
| Taxation thereon | (276) | (102) |
| Adjusted earnings | 8,097 | 14,385 |
| Adjusted basic earnings per share (pence) | 13.40p | 23.58p |
| Adjusted diluted earnings per share (pence) | 13.37p | 23.45p |
1 Profit before tax, and therefore all earnings per share metrics have been restated for the year ended 30 September
2024, further details are given in note 31.
12. INTANGIBLE ASSETS
| Group | |||
| Development | |||
| costs | |||
| £’000 | |||
| Software | |||
| licences | |||
| £’000 | |||
| Total | |||
| £’000 | |||
| Cost: | |||
| 1 October 2023 | 1,015 | 2,785 | 3,800 |
| Exchange adjustment | (41) | (12) | (53) |
| Additions | 114 | 129 | 243 |
| 30 September 2024 | 1,088 | 2,902 | 3,990 |
| Exchange adjustment | (2) | (1) | (3) |
| Additions | – | 245 | 245 |
| Disposals | (16) | (358) | (374) |
| 30 September 2025 | 1,070 | 2,788 | 3,858 |
| Amortisation: | |||
| 1 October 2023 | 367 | 681 | 1,048 |
| Exchange adjustment | (15) | (3) | (18) |
| Charge for year | 50 | 376 | 426 |
| 30 September 2024 | 402 | 1,054 | 1,456 |
| Exchange adjustment | (2) | (2) | (4) |
| Charge for year | 79 | 390 | 469 |
| Disposals | – | (294) | (294) |
| 30 September 2025 | 479 | 1,148 | 1,627 |
| Net book value: | |||
| 30 September 2025 | 591 | 1,640 | 2,231 |
| 30 September 2024 | 686 | 1,848 | 2,534 |
Included within development costs are ongoing projects totalling £80,000 (2024: £428,000) which are
not yet subject to amortisation.
The Group's inventory management system is the largest intangible asset within software licences. At 30
September 2025 it has a net book value of £1,191,000 (2024: £1,367,000) and remaining useful life
of seven years.
IMPAIRMENT CHARGES
The Group reviews development assets under construction for impairment indicators annually, and
when testing is required, the recoverable amount of the assets is assessed. During the year, the Group
recognised impairment charges of £nil (2024: £nil).
Notes to the Financial Statements continued
for the year ended 30 September 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
127
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13. PROPERTY, PLANT AND EQUIPMENT
| Group | |||||
| Land and | |||||
| buildings | |||||
| £’000 | |||||
| Plant and | |||||
| machinery | |||||
| £’000 | |||||
| Fixtures, fittings | |||||
| and equipment | |||||
| £’000 | |||||
| Laboratory | |||||
| equipment | |||||
| £’000 | |||||
| Total | |||||
| £’000 | |||||
| Cost: | |||||
| 1 October 2023 | 36,574 | 39,667 | 7,166 | 2,313 | 85,720 |
| Exchange adjustment | (1,320) | (1,896) | (369) | (80) | (3,665) |
| Additions | – | 3,635 | 1,423 | 365 | 5,423 |
| Disposals | – | (61) | (218) | (23) | (302) |
| 30 September 2024 | 35,254 | 41,345 | 8,002 | 2,575 | 87,176 |
| Exchange adjustment | (54) | (91) | (44) | (9) | (198) |
| Additions | 5 | 2,107 | 2,398 | 463 | 4,973 |
| Disposals | – | (344) | (657) | (2) | (1,003) |
| Reclassification | – | (282) | 289 | (7) | – |
| Transfer from spares | – | 400 | – | – | 400 |
| 30 September 2025 | 35,205 | 43,135 | 9,988 | 3,020 | 91,348 |
| Depreciation: | |||||
| 1 October 2023 | 2,581 | 8,862 | 2,145 | 606 | 14,194 |
| Exchange adjustment | (204) | (715) | (105) | (40) | (1,064) |
| Charge for year | 596 | 2,736 | 828 | 315 | 4,475 |
| Disposals | – | (47) | (167) | (23) | (237) |
| 30 September 2024 | 2,973 | 10,836 | 2,701 | 858 | 17, 368 |
| Exchange adjustment | (15) | (63) | (8) | (6) | (92) |
| Charge for year | 588 | 2,880 | 998 | 352 | 4,818 |
| Disposals | – | (81) | (652) | (2) | (735) |
| 30 September 2025 | 3,546 | 13,572 | 3,039 | 1,202 | 21,359 |
| Net book value: | |||||
| 30 September 2025 | 31,659 | 29,563 | 6,949 | 1,818 | 69,989 |
| 30 September 2024 | 32,281 | 30,509 | 5,301 | 1,717 | 69,808 |
Included within freehold land and buildings is £6,126,000 (2024: £6,136,000) of land which is
not depreciated.
Included in property, plant and equipment are plant and machinery assets in the course of construction
of £7,345,000 (2024: £7,048,000), fixtures, fittings and equipment in the course of construction
totalling £1,128,000 (2024: £775,000) and laboratory equipment in the course of construction totalling
£336,000 (2024: £161,000) which are not yet being depreciated.
Following a review of asset categories, a cost-only reclassification was required which increased the cost
and net book value of fixtures, fittings and equipment by £289,000 and decreased land and buildings and
laboratory equipment, in aggregate, by the same amount.
During the year, £400,000 of engineering spare parts were reclassified from the trade and other
receivables line on the balance sheet, where they were held as prepayments, to plant and machinery.
These assets are non-depreciating until they are placed in service.
SUSTAINABILITY STRATEGY
During the year ended 30 September 2025, the Group invested £270,000 (2024: £689,000) in capital
projects in line with its carbon reduction strategy and net zero pathway (see pages 35 and 36). In making
such investments the Group considered whether they would give rise to any impairment or adjustments to
the useful lives of existing assets, and concluded that they do not.
CAPITAL COMMITMENTS
The value of capital expenditure in respect of property, plant and equipment contracted for but not yet
provided for in these financial statements is as follows:
| Capital commitments | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Contracted but not provided for | 1,045 | 1,708 |
14. LEASES
GROUP AS LESSEE
The Group reports right-of-use assets and lease liabilities for all lease arrangements it is party to,
excluding those with less than a twelve-month duration or those of low value.
As discussed throughout the Strategic Report on pages 4 to 12, in December 2024 the Group entered
into a ten-year lease of a new head office for its Chinese operations in Shanghai. The lease contains an
extension option but it is not yet probable that this will be exercised and so has not been accounted for.
The initial right-of-use asset and lease liability were calculated at £682,000.
Notes to the Financial Statements continued
for the year ended 30 September 2025
128
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Annual Report & Accounts 2025
14. LEASES CONTINUED
RIGHT-OF-USE ASSETS
| Group | |||
| Land and | |||
| buildings | |||
| £’000 | |||
| Plant and | |||
| machinery | |||
| £’000 | |||
| Total | |||
| £’000 | |||
| Net carrying value: | |||
| 1 October 2023 | – | 538 | 538 |
| Exchange adjustment | – | (3) | (3) |
| Additions | – | 9 | 9 |
| Depreciation charge | – | (165) | (165) |
| 30 September 2024 | – | 379 | 379 |
| Exchange adjustment | (8) | (1) | (9) |
| Additions | 682 | 53 | 735 |
| Depreciation charge | (52) | (169) | (221) |
| 30 September 2025 | 622 | 262 | 884 |
LEASE LIABILITIES
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Lease liabilities: | ||
| At start of year | 391 | 549 |
| Exchange adjustment | (7) | (4) |
| Additions | 735 | 9 |
| Lease liabilities finance expense | 34 | 13 |
| Repayments of lease liabilities | (227) | (176) |
| Balance at end of year | 926 | 391 |
| Of which: | ||
| Current lease liabilities | 205 | 172 |
| Non-current lease liabilities | 721 | 219 |
The lease liability is determined by discounting the lease payments over the life of the leases using
an incremental borrowing rate applicable to the respective lease. The weighted average incremental
borrowing rate associated with the lease liabilities is 4.4% (2024: 3.4%).
The Group’s most significant lease relates to the new China headquarters which was acquired in
December 2024. The Group’s other leasing activities primarily comprise equipment hire agreements.
There are no residual value guarantees, variable lease payments or extension options in any of the other
lease arrangements.
The maturity analysis of the undiscounted contractual lease commitments is shown below:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Maturity analysis – undiscounted lease payments: | ||
| Within one year | 175 | 172 |
| In one to two years | 180 | 118 |
| In two to five years | 300 | 121 |
| In more than five years | 365 | – |
15. INVESTMENTS IN SUBSIDIARIES
| Parent Company | £’000 |
| Cost: | |
| 1 October 2023 | 38,574 |
| Capital contribution to subsidiaries | 492 |
| 30 September 2024 | 39,066 |
| Capital contribution to subsidiaries | 292 |
| 30 September 2025 | 39,358 |
| Parent Company | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Subsidiary: | ||
| R.C. Treatt & Co Limited – 100% (2024: 100%) | 29,499 | 29,228 |
| Treatt USA Inc – 100% (2024: 100%) | 9,418 | 9,397 |
| Treatt Trading (Shanghai) Company Limited – 100% (2024: 100%) | 441 | 441 |
| 39,358 | 39,066 |
| Subsidiary | ||
| Country of | ||
| incorporation Holding Principal activity | ||
| Wholly-owned by Treatt PLC: | ||
| R.C. Treatt & Co Limited | England | |
| 1 | ||
| 100% Supply of flavour and fragrance ingredients | ||
| Treatt USA Inc | USA | |
| 2 | ||
| 100% Supply of flavour and fragrance ingredients | ||
| Treatt Trading (Shanghai) Company Limited | China³ | 100% Supply of flavour and fragrance ingredients |
Registered office addresses:
1 Skyliner Way, Bury St Edmunds, IP32 7FR, UK.
2 The Prentice-Hall Corporation System Inc., 1201 Hays Street, Suite 105, Tallahassee, FL 32301, USA.
3 Room 501 and 502, No 17, Lane 158, Yanzhan Road, Jiuting Town, Songjiang District, Shanghai 201612, China.
Notes to the Financial Statements continued
for the year ended 30 September 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
129
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Annual Report & Accounts 2025
16. INVENTORIES
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| £’000 | ||
| Raw materials | 25,032 | 19,265 |
| Work in progress and intermediate products | 26,171 | 22,403 |
| Finished goods | 11, 321 | 13,227 |
| 62,524 | 54,895 |
1 Revenue, and therefore the inventory classification, has been restated for the year ended 30 September 2024, further
details are given in note 31.
Inventories are stated at the lower of cost and net realisable value. Cost includes all costs of purchase, costs
of conversion, and other costs incurred in bringing the inventories to their present location and condition.
The cost of inventories is determined using the weighted average cost method. Net realisable value
represents the estimated selling price in the ordinary course of business, less applicable selling expenses.
Inventories are stated net of provisions for impairment of £2,967,000 (2024: £3,018,000).
Gross inventory with a carrying value of £33,264,000 (2024: £33,182,000) has been pledged as
security in relation to all US borrowings, and gross inventory with a carrying value of £32,654,000
(2024: £19,260,000) has been pledged as security in relation to all UK borrowings under the asset-
based lending structure, as detailed in note19.
17. TRADE AND OTHER RECEIVABLES
| Group | Parent Company | |||
| Current | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| (restated) | ||||
| 1 | ||||
| £’000 | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| Trade receivables | ||||
| 2 | ||||
| 24,390 | 30,472 | – | – | |
| Amounts owed by subsidiaries | – | – | – | 5,258 |
| Other receivables | 522 | 605 | 43 | 42 |
| Prepayments | 1,914 | 2,030 | – | – |
| 26,826 | 33,107 | 43 | 5,300 | |
| Non-current | ||||
| Amounts owed by subsidiaries | – | – | 20,808 | – |
| – | – | 20,808 | – |
1 Revenue, and therefore trade receivables, has been restated for the year ended 30 September 2024, further details
are given in note 31.
2 This includes £2,000 (2024: £2,717,000) of trade receivables which are classified under the business model of
“held to collect and sell” and are measured at fair value with changes through other comprehensive income.
Amounts owed by subsidiary undertakings of £20,808,000 (2024: £5,258,000) are unsecured,
repayable on demand and eliminate upon consolidation (see note 30). The Group has assessed the
amounts owed to the Parent Company and determined that no expected credit loss provision is required.
The Group’s credit risk is primarily attributable to its trade receivables. Before accepting any
new customer, the Group uses a range of information, including credit reports, industry data and other
publicly or privately available information in order to assess the prospective customer’s credit quality and
determine credit limits of the customer, and where appropriate will only accept orders on the basis of cash
in advance, or if secured through a bank letter of credit.
Processes are in place to manage trade receivables and overdue debt and to ensure that appropriate
action is taken to resolve issues on a timely basis. Credit control operating procedures are in place to
review all new customers. Existing customers are reviewed as management become aware of any
specific changes in circumstances.
The average credit period taken for trade receivables is as follows:
| Group | 2025 | |
| 2024 | ||
| (restated) | ||
| 1 | ||
| Average debtor days | 76 | 73 |
The Group recognises the lifetime expected credit losses (ECLs) based on the difference between the
contractual cash flows due and the cash flows the Group expects to receive over the life of the receivable.
An ECL loss rate has been calculated based on the historical credit losses of the past five accounting
years and adjusted to reflect current and forward-looking information. The carrying amount of receivables
is reduced by the value of the provision, as determined by applying the ECL loss rate and providing for
any specific provisions. A specific provision for impairment is made when there is objective evidence of
impairment which is usually indicated by a significant delay in the expected cash flows or non-payment
from customers.
An impairment review has been undertaken at the balance sheet date to assess whether the carrying
amount of financial assets is deemed recoverable.
The amounts presented in the balance sheet are net of amounts that are individually determined to be
impaired as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Impairment provision: | ||
| At start of year | 125 | 216 |
| Released in year | (123) | (174) |
| Provided in year | 112 | 84 |
| Foreign exchange | 1 | (1) |
| Balance at end of year | 115 | 125 |
Notes to the Financial Statements continued
for the year ended 30 September 2025
130
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Annual Report & Accounts 2025
17. TRADE AND OTHER RECEIVABLES CONTINUED
The ECL model is also applied to amounts owed by subsidiaries of the Parent Company. Application of the
model did not result in the recognition of an impairment in the Parent Company accounts against amounts
owed by subsidiaries.
The Group’s top five customers represent 27.3% (2024: 35.4%) of the Group’s turnover. These
customers have favourable credit ratings and consequently reduce the credit risk of the Group’s overall
trade receivables. The Directors consider that the carrying amount of trade and other receivables
approximates to their fair value. The Group holds no collateral against these receivables at the balance
sheet date.
The ageing profile of impaired trade receivables is as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Number of days past the due date: | ||
| 1–30 | – | – |
| 31–60 | – | – |
| Over 60 | 115 | 125 |
The currency risk in respect of trade receivables is managed in conjunction with the other currency
risks faced by the Group as part of its overall hedging strategy. For further details see note 29 and the
Financial Review on pages 8 to 12. The currency exposure within trade receivables of the principal foreign
currencies, was as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| £’000 | ||
| US Dollar | 25,039 | 25,158 |
| Euro | 1,657 | 2,564 |
| Chinese Yuan | 698 | 184 |
1 Revenue, and therefore the trade and other receivables classification, has been restated for the year ended 30
September 2024, further details are given in note 31.
Trade receivables with a carrying value of £9,292,000 (2024: £15,304,000) have been pledged as
security in relation to all US borrowings, and trade receivables with a carrying value of £16,468,000
(2024: £18,954,000) have been pledged as security in relation to all UK borrowings under the
asset-based lending structure, as detailed in note 19.
18. CASH AND BANK BALANCES
GROUP AND PARENT COMPANY
Cash and bank balances of £1,745,000 (2024: £1,786,000) comprise cash held by the Group and
short-term deposits with an original maturity of three months or less. The Parent Company held cash and
bank balances of £350,000 (2024: £407,000). The carrying amount of these assets approximates to
their fairvalue.
A detailed analysis of net cash balances by currency is shown in note 29. All material cash balances are
held with the Group’s main banks, being HSBC and Bank of America. The credit ratings of these banks
are considered to be satisfactory.
19. BORROWINGS
CURRENT
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| UK asset-based lending facility | 4,612 | 352 |
| US line of credit | 1,895 | 1,782 |
| China revolving credit facility | 211 | – |
| 6,718 | 2,134 |
LOANS AND BORROWINGS
In the UK, the Group has access to a £25.0m (2024: £25.0m), three-year asset-based lending
facility with HSBC. This arrangement allows the UK business to borrow against the quality and quantity of
its inventory and receivables. UK borrowings are secured by a legal charge over the land and buildings at
the UK Headquarters of Skyliner Way, and fixed and floating charges over all other current and non-current
assets of R.C. Treatt & Co Limited. This facility is due for renewal in June 2027, having this year exercised
an option for a one-year extension.
In the US, the Group has access to a $25.0m (2024: $25.0m) three-year line of credit with Bank of
America. US borrowings are secured by fixed and floating charges over all current and non-current assets
of Treatt USA Inc. We have obtained credit approval for, and expect to shortly conclude on, a further one-
year extension of this facility to July 2027.
In June 2025, Treatt Trading (Shanghai) Co Ltd entered into a loan agreement with
China Merchants Bank. The facility provides a revolving credit line of RMB ¥2.42m, due for
renewal in June 2027. The facility is unsecured and will be used for general working capital
purposes. The Group assesses classification between current and non-current liabilities based on
expected drawdown and repayment profiles.
Notes to the Financial Statements continued
for the year ended 30 September 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
131
TREATT PLC
Annual Report & Accounts 2025
19. BORROWINGS CONTINUED
LOANS AND BORROWINGS CONTINUED
The net book value of property, plant and equipment secured by legal charge in respect of UK borrowings
is £20,574,000 (2024: £20,927,000).
Borrowings are repayable as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| In one year or less | 6,718 | 2,134 |
Further information on Group borrowing facilities is given in note 29, including a detailed analysis of cash
balances by currency.
BORROWING FACILITIES
At 30 September 2025, the Group had total borrowing facilities of £43,850,000 (2024: £43,672,000)
of which £18,597,000 (2024: £nil) expires in one year or less at the balance sheet date, albeit a one-
year extension has been credit approved and is expected to be concluded shortly for this facility. At 30
September 2025 the Group had access to £38,877,000 (2024: £43,324,000) of undrawn financing
facilities including its own cash balances at that date.
20. PROVISIONS
Group
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Onerous contract provision: | ||
| At start of year | 245 | 102 |
| Utilised in year | (243) | (10 0) |
| Additional provision in year | 166 | 249 |
| Foreign exchange | 1 | (6) |
| Balance at end of year | 169 | 245 |
Onerous contract provisions relate to losses which are or were expected to materialise in the future on
fixed price contracts as a result of raw material price increases or market pressure on selling prices.
The onerous contract provision expense is included in cost of sales within the income statement and is
expected to be utilised in the following financial year.
21. TRADE AND OTHER PAYABLES
| Group | Parent Company | |||
| Current | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| Trade payables | 16,785 | 14,241 | 259 | 66 |
| Amounts due to subsidiary undertakings | – | – | 20,539 | – |
| Other taxes and social security costs | 351 | 315 | – | – |
| Accruals and other creditors | 4,679 | 4,139 | 546 | 508 |
| 21,815 | 18,695 | 21,344 | 574 |
Trade payables principally comprise amounts for trade purchases and ongoing costs. The Directors
consider that the carrying amount of trade and other payables approximates to their fair value.
Amounts due to subsidiary undertakings of £20,539,000 (2024: £nil) are unsecured, repayable on
demand and eliminate upon consolidation (see note 30).
The currency risk in respect of trade payables is managed in conjunction with the other currency risks
faced by the Group as part of its overall hedging strategy. For further details see note 29 and the Financial
Review on pages 8 to 12. The currency exposure within trade payables of the principal foreign currencies,
was as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| US Dollar | 16,449 | 12,817 |
| Euro | 643 | 215 |
| Chinese Yuan | 147 | 210 |
Notes to the Financial Statements continued
for the year ended 30 September 2025
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22. DEFERRED TAXATION
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| UK deferred tax liability | (1,930) | (2,823) |
| Overseas deferred tax liability | (2,234) | (2,225) |
| Deferred tax liabilities | (4,164) | (5,048) |
Notes to the Financial Statements continued
for the year ended 30 September 2025
Deferred tax assets and liabilities are presented net within the same legal jurisdictions where it is expected
that such assets and liabilities may be offset in the future.
At the balance sheet date, R.C. Treatt & Co Limited had a deferred tax liability in relation to its
pensionsurplus.
The deferred tax rates applicable to the Group’s UK and US subsidiaries are 25.0% (2024: 25.0%) in the
UK and 21.4% (2024: 21.3%) in the US.
A reconciliation of the net deferred tax liability is shown below:
| UK deferred tax | Overseas deferred tax | |||||||
| Group | ||||||||
| Post-employment | ||||||||
| benets | ||||||||
| £’000 | ||||||||
| Fixed assets | ||||||||
| £’000 | ||||||||
| Cash fiow hedge | ||||||||
| £’000 | ||||||||
| Other and share- | ||||||||
| based payments | ||||||||
| £’000 | ||||||||
| Losses | ||||||||
| £’000 | ||||||||
| Fixed assets | ||||||||
| £’000 | ||||||||
| Other temporary | ||||||||
| differences | ||||||||
| £’000 | ||||||||
| Total | ||||||||
| £’000 | ||||||||
| 1 October 2023 | (931) | (3,665) | 27 | 232 | 2,690 | (3,901) | 697 | (4,851) |
| Credit/(charge) to income statement: | ||||||||
| For the year | (141) | (678) | – | (92) | 423 | 84 | 524 | 120 |
| In respect of prior period | – | (64) | – | 28 | – | 37 | – | 1 |
| For change in tax rate | – | – | – | – | – | 77 | – | 77 |
| Credit/(charge) to other comprehensive income: | ||||||||
| For the year | (323) | – | (49) | – | (257) | – | – | (629) |
| Credit to equity: | ||||||||
| For the year | – | – | – | (23) | – | – | – | (23) |
| Foreign exchange differences | – | – | – | – | – | 257 | – | 257 |
| 1 October 2024 | (1,395) | (4,407) | (22) | 145 | 2,856 | (3,446) | 1,221 | (5,048) |
| Credit/(charge) to income statement: | ||||||||
| For the year | (39) | 93 | – | (56) | 124 | 111 | (91) | 142 |
| In respect of prior period | – | 141 | – | (93) | 277 | (47) | – | 278 |
| Credit/(charge) to other comprehensive income: | ||||||||
| For the year | 419 | – | 27 | – | – | 12 | (2) | 456 |
| Foreign exchange differences | – | – | – | – | – | 11 | (3) | 8 |
| 30 September 2025 | (1,015) | (4,173) | 5 | (4) | 3,257 | (3,359) | 1,125 | (4,164) |
Overview Strategic Report Corporate Governance Financial Statements Other Information
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23. DERIVATIVE FINANCIAL INSTRUMENTS
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Current: | ||
| Derivative financial assets | 81 | 380 |
| Derivative financial liabilities | (63) | – |
The gains/(losses) on derivative financial instruments were as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Income statement: | ||
| Foreign exchange contracts | 3 | 808 |
| Other comprehensive income: | ||
| Foreign exchange contracts | (109) | 195 |
Further details on the Group’s hedging policies and derivative financial instruments are disclosed in
note 29.
24. SHARE CAPITAL
| Parent Company and Group – | ||||
| Authorised, called up, allotted and fully paid | ||||
| 2025 | 2024 | |||
| £’000 | Number | £’000 | Number | |
| At start of year | 1,225 | 61,209,761 | 1,223 | 61,129,589 |
| Issued in year | 1 | 73,332 | 2 | 80,172 |
| At end of year | 1,226 | 61,283,093 | 1,225 | 61,209,761 |
The Parent Company has one class of ordinary shares with a nominal value of 2p each, which carry no
right to fixed income.
During the year the Parent Company issued 73,000 (2024: 80,000) ordinary shares to the SIP Trust
(SIP), at nominal value of 2p per share, for the purpose of meeting obligations under employee share
option schemes. The number of shares held in the EBT at 30 September 2025 is 19,000 (2024:
97,000) and the number of shares held in the SIP is 340,000 (2024: 361,000).
Notes to the Financial Statements continued
for the year ended 30 September 2025
During the year, the Company repurchased some of its own ordinary shares under its share buyback
programme. These shares are held as treasury shares and are not entitled to dividends or voting rights.
All shares acquired in the year remain held at 30 September 2025. The movement in treasury shares
during the year was as follows:
| Parent Company and Group – | ||
| Authorised, called up, allotted and fully paid | ||
| 2025 | ||
| £’000 | Number | |
| At start of year | – | – |
| Issued in year | 39 | 1,94 0,161 |
| At end of year | 39 | 1,9 4 0,161 |
25. SHARE PREMIUM ACCOUNT
| Parent Company and Group | £’000 |
| Balance at 1 October 2024 and 30 September 2025 | 23,484 |
26. SHARE-BASED PAYMENTS
The Group has applied the requirements of IFRS 2, “Share-based Payments”.
The Group operates executive share option schemes for Directors, senior management and other
key employees within the Group in addition to issuing UK and US approved savings-related share
options for employees of certain subsidiaries. Options are granted with a fixed exercise price and will
lapse when an employee leaves the Group subject to certain “good leaver” provisions. The Group also
operates an HMRC-approved share incentive plan (SIP) in the UK, and operates an equivalent scheme
for its US employees.
The share-based payments charge was as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Share option schemes – see (a) below | 4 | 113 |
| Share incentive plans – see (b) below | 288 | 379 |
| 292 | 492 | |
| Effect of movement in foreign exchange rates | – | 20 |
| 292 | 512 |
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26. SHARE-BASED PAYMENTS CONTINUED
A SHARE OPTION SCHEMES
Under the schemes listed below, options have been granted to subscribe for the following number
of existing ordinary shares of 2p each in the capital of the Parent Company. These share options are
expected to be settled via the transfer of shares out of the Treatt Employee Benefit Trust.
The equity-settled options which existed during the year were as follows:
| Number of share | ||||
| options outstanding | ||||
| at 30 September | ||||
| 2025 | ||||
| Number | ||||
| exercised | ||||
| in year | ||||
| Exercise price | ||||
| per share | ||||
| Date option | ||||
| exercisable | ||||
| UK SAYE¹ Scheme 2023 | 42,670 | – | 566.0 | Sep 2026 – Feb 2027 |
| UK SAYE¹ Scheme 2024 | 118 , 9 5 0 | – | 371.0 | Sep 2027 – Feb 2028 |
| UK SAYE¹ Scheme 2025 | 186,793 | – | 212.0 | Sep 2028 – Feb 2029 |
| US ESPP | ||||
| 2 | ||||
| Scheme 2024 | – | – | 394.2 | July 2025 |
| US ESPP | ||||
| 2 | ||||
| Scheme 2025 | 22,276 | – | 248.0 | July 2026 |
| UK LTIP³ Scheme 2016 | 2,735 | – | – | Jun 2019 – Jun 2026 |
| UK LTIP³ Scheme 2017 | 974 | – | – | Jun 2020 – Jun 2027 |
| UK LTIP³ Scheme 2019 | 7,190 | – | – | Jun 2022 – Jun 2029 |
| UK LTIP³ Scheme 2020 | 5,255 | – | – | Jun 2023 – Jun 2030 |
| UK LTIP³ Scheme 2021 | 1,234 | – | – | Jun 2024 – Jun 2031 |
| UK LTIP³ Scheme 2022 | 11,521 | – | – | Dec 2025 – Dec 2032 |
| US LTIP³ Scheme 2022 | 36,028 | – | – | Jun 2025 – Feb 2026 |
| UK LTIP³ Scheme 2023 | 49,003 | – | – | Dec 2026 – Dec 2033 |
| US LTIP³ Scheme 2023 | 19,681 | – | – | Dec 2026 – Dec 2033 |
| UK LTIP³ Scheme 2024 | 41,926 | – | – | Dec 2027 – Dec 2034 |
| US LTIP³ Scheme 2024 | 16,734 | – | – | Dec 2027 – Dec 2034 |
| UK Executive | ||||
| 4 | ||||
| Options 2018 | – | 29,941 | – | Dec 2021 – Dec 2028 |
| UK Executive | ||||
| 4 | ||||
| Options 2019 | – | 34,987 | – | Dec 2022 – Dec 2029 |
| UK Executive | ||||
| 4 | ||||
| Options 2020 | – | 9,274 | – | Dec 2023 – Dec 2030 |
| UK Executive | ||||
| 4 | ||||
| Options 2022 | – | – | – | Dec 2025 – Dec 2032 |
| UK Executive | ||||
| 4 | ||||
| Options 2023 | – | – | – | Dec 2026 – Dec 2033 |
| UK Executive | ||||
| 4 | ||||
| Options 2024 | 137,987 | – | – | Dec 2027 – Dec 2034 |
1 The SAYE schemes are HMRC-approved Save As You Earn share option plans which vest after three years.
Options are forfeited where employees choose to leave the Group before the end of the three-year period.
2 The ESPP schemes are IRS-approved Employee Stock Purchase Plans which vest after one year. Options are forfeited
where employees choose to leave the Group before the end of the vesting period.
3 Options are awarded to certain key employees in the UK and US under a Long-Term Incentive Plan. All awards are
nil-cost options which vest, subject to achievement of the relevant performance conditions, after three years and can
be exercised over the following seven years in the UK, or upon vesting in the US. Save as permitted in the LTIP rules,
awards lapse on an employee leaving the Group.
4 Details of the Executive options are provided in the Directors’ Remuneration Report.
The fair value per option granted calculated using the Black-Scholes model, and the assumptions used in
the share-based payments calculations, are as follows:
| All-employee share schemes: | ||||
| US ESPP | ||||
| 2025 | ||||
| SAYE | ||||
| 2025 | ||||
| US ESPP | ||||
| 2024 | ||||
| SAYE | ||||
| 2024 | ||||
| Share price at date of grant | 265.0p | 265.0p | 463.8p | 463.8p |
| Contractual life | 1.0 years | 3.5 years | 1.0 years | 3.5 years |
| Expected life | 1.0 years | 3.1 years | 1.0 years | 3.1 years |
| Expected volatility | 65.9% | 54.5% | 37.3% | 46.2% |
| Risk-free interest rate | 3.8% | 3.9% | 4.4% | 3.9% |
| Dividend yield | 3.2% | 3.2% | 1.7% | 1.7% |
| Expected cancellations | 10.0% | 10.0% | 10.0% | 10.0% |
| Expected forfeitures | 15.0% | 20.0% | 10.0% | 15.0% |
| Fair value per option at date of grant | 74.6p | 96.4p | 97.4p | 164.7p |
| Key-employee share schemes: | |||||
| UK LTIP | |||||
| 2024 | |||||
| US LTIP | |||||
| 2024 | |||||
| UK Exec | |||||
| 2024 | |||||
| UK LTIP | |||||
| 2023 | |||||
| UK Exec | |||||
| 2023 | |||||
| Share price at date of grant | 462.0p | 462.0p | 462.0p | 418.0p | 418.0 p |
| Contractual life | 10.0 years | 10.0 years | 10.0 years | 10.0 years | 10.0 years |
| Expected life | 3.2 years | 3.2 years | 3.2 years | 3.2 years | 3.2 years |
| Expected volatility | 49.0% | 49.0% | 45.0% | 46.0% | 46.0% |
| Risk-free interest rate | 4.5% | 4.5% | 4.5% | 4.5% | 4.5% |
| Dividend yield | 1.7% | 1.7% | 1.7% | 1.8% | 1.8% |
| Expected cancellations | 0.0% | 0.0% | 0.0% | 0.0% | 0.0% |
| Expected forfeitures | 99.0% | 98.0% | 99.0% | 100% | 100% |
| Fair value per option at date of grant | 436.9p | 436.9p | 436.9p | 415.1p | 415.1p |
Expected volatility was determined by calculating the historical volatility of the Group’s share price over
a period equivalent to the expected life of the respective options prior to their date of grant.
The risk-free interest rate was based on the simple average of the historical daily gilt yields quoted for
five-year benchmark gilts during the month in which a grant of options was made.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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26. SHARE-BASED PAYMENTS CONTINUED
A SHARE OPTION SCHEMES CONTINUED
Details of movements in share options during the year were as follows:
| 2025 | 2024 | |||
| All share schemes | ||||
| Number | ||||
| of options | ||||
| Weighted | ||||
| average exercise | ||||
| price | ||||
| Number | ||||
| of options | ||||
| Weighted average | ||||
| exercise price | ||||
| Outstanding at start of year | 759,127 | £1.67 | 751,745 | £2.06 |
| Granted during the year | 530,364 | £0.77 | 413,544 | £1.38 |
| Forfeited during the year | (434,297) | £0.40 | (284,721) | £0.94 |
| Exercised during the year | (74,202) | – | (47,418) | £ 0 .11 |
| Lapsed during the year | (57,623) | £5.45 | (24,097) | £7.37 |
| Cancelled during the year | (22,428) | £1.08 | (49,926) | £10.82 |
| Outstanding at end of year | 700,941 | £1.54 | 759,127 | £1.67 |
| Exercisable at end of year | 53,400 | £1.54 | 9 9 , 911 | £1.24 |
Forfeiture arises when the employee is no longer entitled to participate in the savings-related share option
scheme as a consequence of leaving the Group whereas cancellation arises when a participant voluntarily
chooses to cease their membership of a scheme within the vesting period.
The options outstanding had a weighted average remaining contractual period of 5.0 years (2024:
4.8 years). The weighted average actual market share price on the date of exercise for share options
exercised during the year was 355.5 pence (2024: 429.1 pence) and the weighted average fair value of
options granted during the year was 320.9 pence (2024: 322.0 pence).
B SHARE INCENTIVE PLANS
All UK-based employees are eligible to participate in an HMRC-approved SIP once they have been with
the Group for a qualifying period of up to twelve months. US employees participate in a similar scheme
through the use of nil cost Restricted Stock Units (RSUs). During the year UK employees were awarded
£700 (2024: £700) of “Free Shares”, and US employees $1,000 (2024: $1,000) of RSUs, in Treatt
PLC. There are no vesting conditions attached to the Free Shares or RSUs, other than being continuously
employed by the Group for three years from the date of grant. UK employees can also buy shares in Treatt
PLC out of pre-tax income, subject to an annual HMRC limit, currently £1,800. These shares are called
“Partnership Shares” and are held in trust on behalf of the employee. The employees must take their
shares out of the plan on leaving the Group. For every Partnership Share acquired during the year, one
and a half (2024: one and a half) “Matching Shares” were awarded under the rules of the SIP. Matching
Shares are subject to the same forfeiture rules as Free Shares.
Details of the movements in the SIP were as follows:
| Number of free and matching | ||||
| shares | Number of nil cost RSUs | |||
| Group | 2025 | 2024 | 2025 | 2024 |
| Outstanding at start of year | 111,328 | 105,750 | 33,450 | 24,498 |
| Granted during the year | 50,123 | 6 2 , 611 | 15,219 | 18,624 |
| Vested during the year | (32,066) | (43,876) | (4,883) | (6,306) |
| Forfeited during the year | (2,740) | (6,915) | (7,087) | (3,276) |
| Released during the year | (5,628) | (6,242) | (316) | (90) |
| Outstanding at end of year | 121,017 | 111,328 | 36,383 | 33,450 |
In accordance with IFRS 2, no valuation model is required to calculate the fair value of awards under
the SIP. The fair value of an equity-based payment under the SIP is the face value of the award on
the date of grant because the participants are entitled to receive the full value of the shares and there
are no market-based performance conditions attached to the awards.
27. POST-EMPLOYMENT BENEFITS
The Group operates a wholly-funded defined benefit pension scheme for certain current and former UK
employees. The scheme’s assets are held separately from the assets of the Group and are administered
by trustees and managed professionally. From 1 October 2001 this scheme was closed to new entrants
and from 1 January 2013 was not subject to any further accruals.
Defined contribution schemes are operated on behalf of eligible employees throughout the Group,
the assets of which are held separately from those of the Group in independently administered funds.
The pension charge for the year was made up as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Defined contribution schemes | 1,201 | 1,213 |
| Other pension costs | – | – |
| 1,201 | 1,213 |
DEFINED BENEFIT PENSION SCHEME
The Group accounts for pensions in accordance with IAS 19, “Employee Benefits”.
The valuation used for IAS 19 disclosures in respect of the defined benefit pension scheme (the
“scheme”) for the current year has been calculated by updating the valuation calculations used in the
actuarial valuation as at 1 January 2024. The liabilities in last year’s disclosures were calculated by
updating the valuation calculations used in the initial results of the same actuarial valuation.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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27. POST-EMPLOYMENT BENEFITS CONTINUED
DEFINED BENEFIT PENSION SCHEME CONTINUED
The actuarial valuation as at 1 January 2024 was carried out by Barnett Waddingham, and the updates
made to them to take account of the requirements of IAS 19 in order to assess the assets and liabilities of
the scheme at 30 September 2025, are carried out by Ms A Aujla, a Fellow of the Institute and Faculty of
Actuaries. Scheme assets are stated at their market value as at that date.
The scheme is subject to the Statutory Funding Objective under the Pensions Act 2004. A valuation
of the scheme is carried out at least once every three years to determine whether the Statutory Funding
Objective is met. As part of the process, the Group must agree with the trustees of the scheme the
contributions to be paid to address any shortfall against the Statutory Funding Objective. The Statutory
Funding Objective does not currently impact on the recognition of the scheme in these financial statements.
The scheme is managed by a board of trustees appointed in part by the Group and part from
elections by members of the scheme. The trustees have responsibility for obtaining valuations
of the fund, administering benefit payments and investing the scheme’s assets. The trustees
delegate some of these functions to their professional advisers where appropriate.
The scheme exposes the Group to a number of risks:
• Investment risk: The scheme holds investments in asset classes, such as equities, which have
volatile market values and while these assets are expected to provide real returns over the long-term,
the short-term volatility can cause additional funding to be required if a deficit emerges.
• Interest rate risk: The scheme’s liabilities are assessed using market yields on high-quality corporate
bonds to discount the liabilities. As the scheme holds assets such as equities, the value of the assets
and liabilities may not move in the same way.
• Infiation risk: A proportion of the benefits under the scheme are linked to inflation. Although
the scheme’s assets are expected to provide a good hedge against inflation over the long-term,
movements over the short-term could lead to deficits emerging.
• Mortality risk: In the event that members live longer than assumed, a greater deficit will emerge in
the scheme.
• Member options: Certain benefit options may be exercised by members without requiring the consent
of the trustees or the Company, for example exchanging pension for cash at retirement. In this example,
if fewer members than expected exchange pension for cash at retirement then a funding strain will
emerge. The assets do not include any investment in shares of the Group and there were no plan
amendments, curtailments or settlements during the period. The disclosed liability makes no allowance
for discretionary benefits.
IAS 19 ACCOUNTING ASSUMPTIONS
The financial assumptions used to calculate scheme liabilities and assets under IAS 19 are:
| Group | 2025 | 2024 |
| Discount rate | 5.75% | 5.20% |
| Rate of inflation (RPI) | 3.20% | 3.25% |
| Rate of inflation (CPI) | 2.75% | 2.75% |
| Rate of increase in pensions in payment – CPI max 5% | 2.70% | 2.70% |
| Rate of increase in pensions in payment – CPI max 3% | 2.20% | 2.20% |
| Rate of increase in pensions in payment – CPI max 2.5% | 1.95% | 1.95% |
| Commutation allowance | 20.0% | 20.0% |
| Proportion married (at retirement or earlierdeath) | 75.0% | 75.0% |
| GMP equalisation allowance | 0.46% of liability value | 0.46% of liability value |
| Rate of increase in salaries | N/A | N/A |
| Mortality table | S3PA tables with | |
| CMI 2023 projections | ||
| 1 | ||
| S3PA tables with | ||
| CMI 2023 projections | ||
| 1 | ||
| Life expectancy for maleaged 65 in 20 years’ time | 23.1 | 23.0 |
| Life expectancy for female aged 65 in 20 years’ time | 25.7 | 25.6 |
| Life expectancy for maleaged 65 now | 21.7 | 21.7 |
| Life expectancy for female aged 65 now | 24.3 | 24.2 |
1 Projections use a long-term improvement rate of 1.25% p.a. A weight parameter of 0.25% p.a. is applied in the 2025
and 2024 assumptions.
EFFECT OF THE SCHEME ON FUTURE CASH FLOWS
The Group is required to agree a schedule of contributions with the trustees of the scheme following a
full valuation which must be carried out at least once every three years. The latest valuation of the scheme
took place as at 1 January 2024. The valuation revealed that there was a funding surplus in the scheme
as at that date of £2,399,000, being a funding level of 112%. Based on these results, the Group agreed
with the Trustees on 26 July 2024 to cease deficit funding contributions from that date. Total deficit
funding contributions were made during the year of £nil (2024: £337,500). The weighted average
duration of the defined benefit obligation is approximately 12 years.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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27. POST-EMPLOYMENT BENEFITS CONTINUED
IMPACT OF LEGAL RULINGS ON SCHEME
In July 2024, the UK Court of Appeal upheld a ruling in the case of Virgin Media Ltd v NTL Pension
Trustees II Ltd, which determined that certain historic amendments to contracted-out defined benefit
pension schemes made between 6 April 1997 and 5 April 2016 may be void if they were implemented
without the required written actuarial confirmation under section 37 of the Pension Schemes Act 1993.
The trustees sought legal advice on this matter which concluded that no amendments made are now
rendered invalid as a result of the judgment, and as such the Group recognises no liability or contingent
liability in respect of the ruling.
SCHEME BUY-IN AND DE-RISKING
During the year, following on from the results of the January 2024 valuation, the trustees sought to
take advantage of the reported funding surplus of 112% and commenced work seeking to achieve
a full-scheme buy-in, by getting benefits secured with an insurer. The buy-in process involves buying
an insurance contract out of plan assets which matches the scheme liabilities, therefore de-risking the
scheme and securing member benefits.
At the signing date of the accounts, the trustees are proceeding with an insurance quotation from Just
Group Plc which will secure benefits to all members. The insurance contract sum and all expected fees to
completion are expected to be funded entirely from surplus plan assets. It is expected that the process will
be completed by the second half of the following financial year.
Unlike day-to-day scheme administration fees which are funded by the Group, the fees associated with the
buy-in process are funded out of plan assets and are not reimbursed by the Group. They are recognised
as a reduction in plan assets once paid and as administrative costs within exceptional items when incurred
(see note 8). The amount of buy-in costs incurred by the scheme at 30 September 2025 was £201,000,
of which £129,000 had been paid by the scheme and recognised as a reduction in plan assets. Expected
fees over the remainder of the project are expected to be in the region of £0.2m to £0.3m.
RECOGNITION OF PENSION SURPLUS
The Group obtained legal advice over the recognition of a pension surplus, and determined that per the
scheme rules, the Group has an unconditional right to a refund of any surplus that may arise on cessation
of the scheme in context of IFRIC 14 paragraph 11b. The full pension surplus has been recognised on the
Group balance sheet.
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Scheme assets: | ||
| Bonds | 19,882 | 5 , 011 |
| Cash | 402 | 1,489 |
| Equities | – | 3,462 |
| Gilts | – | 11, 3 9 0 |
| Multi-asset credit | – | 1,464 |
| Fair value of scheme assets | 20,284 | 22,816 |
| Present value of funded obligations (scheme liabilities) | (16,224) | (17,238) |
| Surplus in the scheme recognised in the balance sheet | 4,060 | 5,578 |
| Related deferred tax | (1,015) | (1,395) |
| Net pension surplus | 3,045 | 4,183 |
| Changes in scheme liabilities: | ||
| Balance at start of year | (17, 238) | (16,736) |
| Interest cost | (874) | (939) |
| Benefits paid | 868 | 811 |
| Remeasurement (losses)/gains: | ||
| – Experience (loss)/gain on liabilities | (34) | 210 |
| – Gain from changes to demographic assumptions | – | 237 |
| – Actuarial gain/(loss) arising from changes in financial assumptions | 1,054 | (821) |
| Balance at end of year | (16,224) | (17, 238) |
Notes to the Financial Statements continued
for the year ended 30 September 2025
138
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Annual Report & Accounts 2025
27. POST-EMPLOYMENT BENEFITS CONTINUED
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Changes in scheme assets: | ||
| Balance at start of period | 22,816 | 20,459 |
| Interest on scheme assets | 1,161 | 1,163 |
| Employer contributions | – | 337 |
| Benefits paid | (868) | (811) |
| Administration costs | (129) | – |
| Remeasurement (losses)/gains: | ||
| – Return on plan assets (excluding amounts included in interest expense) | (2,696) | 1,668 |
| Balance at end of year | 20,284 | 22,816 |
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Amount charged to nance costs: | ||
| Interest on scheme assets | 1,161 | 1,163 |
| Interest on scheme liabilities | (874) | (939) |
| Net income recognised in income statement | 287 | 224 |
| Amount recognised in statement of comprehensive income: | ||
| (Loss)/gain on scheme assets in excess of interest | (2,696) | 1,668 |
| Experience (loss)/gain on liabilities | (34) | 210 |
| Gain from changes to demographic assumptions | – | 237 |
| Actuarial gain/(loss) from changes to financial assumptions | 1,054 | (821) |
| Remeasurement (loss)/gain recognised in statement of comprehensive | ||
| income | (1,676) | 1,294 |
| Actual return on scheme assets | (1,535) | 2,831 |
| Cumulative remeasurement gain recognised in statement of | ||
| comprehensive income | 1,101 | 2,777 |
The approximate effect of a change of assumptions on surplus values at 30 September 2025:
| Reduce | |
| surplus by: | |
| £’000 | |
| Reduce discount rate by 0.25% p.a. | 461 |
| Increase inflation and all related assumptions by 0.1% p.a. | 103 |
| Increase life expectancy by one year | 455 |
The above sensitivities are approximate and only show the likely effect of an assumption being adjusted
whilst all other assumptions remain the same. The assumptions used in preparing this sensitivity analysis
are unchanged from the prior year.
28. CONTINGENT LIABILITIES
PARENT COMPANY
The Parent Company enters into financial guarantee contracts that guarantee the indebtedness of its
subsidiaries. The Parent Company has considered the requirements of IFRS 17, “Insurance Contracts”
and has made the election to account for such arrangements under IFRS 9, “Financial Instruments”.
Under this recognition principle, a financial guarantee contract is initially measured at its fair value
(the deemed consideration received under the arrangement) and subsequently at the value of expected
credit losses.
The Parent Company has guaranteed the borrowings for Treatt USA Inc and R.C. Treatt & Co Limited.
At the balance sheet date, the liabilities covered by this guarantee, net of cash balances held in these
entities, amounted to $2,383,000 (£1,773,000) (2024: $2,294,000 1,713,000)) and £3,429,000
(2024: £nil) respectively.
Expected credit losses of the Parent Company in respect of these arrangements have been assessed,
and it was determined that no liability is required to be recognised in respect of either agreement.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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29. FINANCIAL INSTRUMENTS
PARENT COMPANY AND GROUP
Capital risk management
The Group and Parent Company manage their capital to ensure that entities in the Group continue as
going concerns whilst maximising returns to stakeholders through the optimisation of the debt and
equity balance. The capital structure of the Group consists of net debt and equity shareholders’ funds.
The Group is not subject to any externally imposed capital requirements. Board policy is for the Group
to borrow locally in the countries in which it operates, and to borrow in the local reporting currency.
In the UK, the Group has access to a £25.0m (2024: £25.0m) asset-based lending facility with HSBC
due for renewal in June 2027. This arrangement allows the UK business to borrow against its inventory
and receivables. In the US, the Group has access to a $25.0m (2024: $25.0m) line of credit facility
with Bank of America. We have obtained credit approval for, and expect to shortly conclude on, a further
one-year extension of this facility to July 2027. All bank facilities are operated independently and are
therefore not syndicated. The Group’s net debt position is monitored daily and reviewed by management
on a weekly basis. Further details of the Group’s capital management are given in the Financial Review on
pages 8 to 12.
Categories of nancial instruments
In the following table those financial instruments which are measured subsequent to initial recognition
at fair value are required to be grouped into levels 1 to 3 based on the degree to which the fair value
isobservable:
• level 1 – fair value measurements are those derived from quoted prices (unadjusted) in active
marketsfor identical assets or liabilities;
• level 2 – fair value measurements are those derived from inputs other than quoted prices included
within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly
(i.e. derived from prices); and
• level 3 – fair value measurements are those derived from valuation techniques that include inputs
forthe asset or liability that are not based on observable market data (unobservable inputs).
| Group | Parent Company | |||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| (restated) | ||||
| 1 | ||||
| £’000 | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| Financial assets | ||||
| Measured at amortised cost: | ||||
| Trade receivables | ||||
| 2 | ||||
| 24,390 | 27,755 | – | – | |
| Other receivables | 522 | 605 | 43 | 42 |
| Cash and cash equivalents | 1,745 | 1,786 | 350 | 407 |
| Amounts owed by subsidiaries | – | – | 20,808 | 5,258 |
| Financial instruments measured at | ||||
| fair value through other comprehensive income: | ||||
| Trade receivables | ||||
| 3 | ||||
| (level 3) | 2 | 2,717 | – | – |
| Derivative nancial instruments measured | ||||
| at fair value through prot and loss: | ||||
| Forward currency contracts (level 2) | 81 | 380 | – | – |
| 26,74 0 | 33,243 | 21,201 | 5,707 |
1 Revenue, and therefore trade receivables, has been restated for the year ended 30 September 2024, further details
are given in note 31.
2 Trade receivables at amortised cost are shown net of lifetime expected credit losses, and are shown restated for the
year ended 30 September 2024.
3 Trade receivables “held to collect and sell” may be either held to maturity or sold and realised immediately. These
receivables are measured at face value as the impact of any fair value adjustments, i.e discounting and credit risk,
is not material.
Notes to the Financial Statements continued
for the year ended 30 September 2025
140
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Annual Report & Accounts 2025
29. FINANCIAL INSTRUMENTS CONTINUED
Categories of nancial instruments continued
| Group | Parent Company | |||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| Financial liabilities | ||||
| Measured at amortised cost: | ||||
| Trade payables | 16,785 | 14, 241 | 259 | 66 |
| Amounts owed to subsidiary undertakings | – | – | 20,539 | – |
| Accruals and other creditors | 4,679 | 4,139 | 546 | 508 |
| UK asset-based lending facility | 4,612 | 352 | – | – |
| US line of credit | 1,895 | 1,782 | – | – |
| Lease liabilities | 926 | 391 | – | – |
| Derivative nancial instruments measured | ||||
| at fair value through prot and loss: | ||||
| Financial derivatives – foreign exchange | 63 | – | – | – |
| 28,960 | 20,905 | 21,344 | 574 |
Fair values of nancial assets and liabilities
The estimated fair values of financial assets and liabilities is not considered to be significantly different
from their carrying values.
Financial risk management objectives
The Group and Parent Company collate information from across the business and report to the Board
on key financial risks. These risks include credit risk, liquidity risk, interest rate risk and currency risk.
The Group has policies in place, which have been approved by the Board, to manage these risks.
The Group does not enter into traded financial instruments as the costs involved currently outweigh
the risks they seek to protect against. Speculative purchases of financial instruments are not made.
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in
financial loss to the Group or Parent Company. The Group’s credit risk is primarily attributable to its trade
receivables and details of how this risk is managed are explained in note 17. The credit risk on liquid
funds is limited because the counterparties are banks with good credit ratings assigned by international
credit rating agencies as outlined in note 18. The Directors are of the opinion that there are no significant
concentrations of credit risk.
The carrying amount of financial assets recorded in the financial statements, which is net of impairment
losses, represents the Group and Parent Company’s maximum exposure to credit risk.
Liquidity risk management
Liquidity risk refers to the risk that the Group may not be able to fund the day-to-day running of the
Group. Liquidity risk is reviewed by the Board at all Board meetings. The Group manages liquidity risk
by monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and
liabilities. The Group also monitors the drawdown of debt against the available banking facilities and
reviews the level of reserves. Liquidity risk management ensures sufficient debt funding is available for the
Group’s day-to-day needs. Board policy is to maintain a reasonable headroom of unused committed bank
facilities. The Board also monitors the Group’s banking covenants which in the US are based on interest
cover and net debt to EBITDA ratio (calculated under IFRS) and in the UK, are based on operational
metrics linked to the quality and quantity of inventories and receivables. There were no breaches during
the year or prior year.
The Group has a number of debt facilities, details of which, including their terms and maturity profile, are
given in note 19. The undiscounted expected maturity profile of the Group’s financial instrument liabilities
payable at year-end, including interest payments estimated using the prevailing floating rate at that date,
is as follows:
| Group | |||||
| Within | |||||
| 0 to 3 | |||||
| months | |||||
| £’000 | |||||
| Within | |||||
| 3 to 12 | |||||
| months | |||||
| £’000 | |||||
| Within | |||||
| 1 to 2 years | |||||
| £’000 | |||||
| Within | |||||
| 2 to 5 years | |||||
| £’000 | |||||
| Over | |||||
| 5 years | |||||
| £’000 | |||||
| Non-derivative nancial | |||||
| instruments: | |||||
| Trade payables | 16,242 | 543 | – | – | – |
| Accruals and other creditors | 4,435 | 244 | – | – | – |
| UK asset-based lending facility | 4,612 | – | – | – | – |
| US line of credit | 1,895 | – | – | – | – |
| Derivative nancial instruments: | |||||
| Forward currency contracts | 21 | 42 | – | – | – |
Group trade payables, accruals and other creditors are not interest-bearing and are all due within one year.
All financial instruments held by the Parent Company fall due within twelve months, and contractual interest
due is £nil.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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141
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29. FINANCIAL INSTRUMENTS CONTINUED
Interest rate risk management
The Group is exposed to interest rate risk on short to medium-term borrowings primarily with two major
institutions being HSBC and Bank of America.
The Group has facilities denominated in Sterling and US Dollar, which attract floating rate interest. Interest
on the Group’s asset-based lending facility in the UK is charged at Bank of England base rate plus 1.80%
for borrowings in Sterling, and at 1.80% above a currency reference rate for borrowings in US Dollar and
Euro. These foreign currency borrowings are minimal as the Group seeks to minimise these as part of its
FX policy. The Group’s US-based $25.0m line of credit is charged at SOFR plus 1.55%.
The Group’s net cash/(debt) position by currency at year-end, is as follows:
| Group | ||||
| Floating rate | ||||
| nancial assets/(liabilities) | ||||
| Fixed rate | ||||
| nancial liabilities | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| Bank balances and revolving credit | ||||
| facilities: | ||||
| Sterling | 560 | 947 | – | – |
| US Dollars | (1,135) | (1,621) | – | – |
| Euro | 335 | 4 | – | – |
| Chinese Yuan | (121) | 674 | – | – |
| Asset-based lending facility: | ||||
| Sterling | (4,612) | (15) | – | – |
| Euro | – | (337) | – | – |
| Lease liabilities: | ||||
| Sterling | – | – | (926) | (391) |
| Total net debt | (4,973) | (348) | (926) | (391) |
Interest rate sensitivity analysis has been performed on the floating rate financial liabilities to illustrate the
impact on Group profits if interest rates increased or decreased. A 100 bps increase or decrease has been
used, comprising management’s assessment of reasonably possible changes in interest rates. If interest
rates had been 100 bps higher, then profit before taxation for the year ended 30 September 2025 would
have decreased as follows:
| Group | Parent Company | |||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| £’000 | ||||
| Impact on profit before tax of 100bps interest | ||||
| ratemovement | (40) | (10 0) | – | – |
Foreign currency risk management
Foreign currency risk management occurs at a transactional level on revenues and purchases in foreign
currencies and at a translational level in relation to the translation of overseas operations. The Group’s
main foreign exchange risk is the US Dollar. The Group has a risk management strategy with regards to
the hedging of foreign currency transactions which is approved by the Audit Committee. The policy for
the UK business is to mitigate foreign currency transactional exposures by managing foreign currency
borrowings, and by entering into foreign currency forward contracts and options on a rolling basis with the
aim to provide a hedge on the Group’s margin exposure where both purchases and sales are made in the
same currencies, and gross revenue exposure where only the selling price is exposed. This is achieved by
matching the value of the contracts, the hedging instrument, to the expected amount of foreign currency
margin received in the period, the hedged item.
Where the hedged item and hedging instrument are aligned economically and matched on a 1:1
ratio, a hedge is considered effective and is accounted for using the principles of hedge accounting.
Ineffectiveness can occur as a result of a mismatch between the hedged item and instrument, for example
as a result of credit risk deterioration in the Group or the counterparty’s credit risk, or more likely a
shortfall in the amount of expected receipts or payments.
Further details of the Group’s foreign currency risk management can be found in the Financial Review on
pages 8 to 12.
Notes to the Financial Statements continued
for the year ended 30 September 2025
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Annual Report & Accounts 2025
29. FINANCIAL INSTRUMENTS C ONTINUED
Foreign currency risk management continued
Foreign currency contract assets and liabilities are shown under the heading of “derivative financial
instruments”, in current assets and liabilities respectively within the Group balance sheet. The following
table details the forward and option contracts outstanding at the year-end as well as information regarding
their related hedged items:
| Group – as at 30 September 2025 | ||||
| Average | ||||
| contract | ||||
| rate | ||||
| Nominal | ||||
| currency | ||||
| ’000 | ||||
| Contract | ||||
| GBP | ||||
| £’000 | ||||
| Fair value | ||||
| gain/(loss) | ||||
| £’000 | ||||
| US Dollars: | ||||
| Forward contracts to buy USD within 1–3 months | 1.3617 | $1,000 | 734 | 9 |
| Forward contracts to sell USD within 1–3 months | 1.3181 | $3,500 | 2,646 | 44 |
| Forward contracts to sell USD within 3–6 months | 1.2785 | $900 | 704 | 17 |
| Forward contracts to sell USD within 6–9 months | 1.3527 | $2,000 | 1,479 | (9) |
| Forward contracts to sell USD within 9–12 months | 1.3524 | $600 | 444 | (3) |
| Euros: | ||||
| Forward contracts to sell EUR within 1–3 months | 1.1691 | € 711 | 608 | (10) |
| Forward contracts to sell EUR within 3–6 months | 1.1782 | €625 | 530 | (20) |
| Forward contracts to sell EUR within 6–9 months | 1.1556 | €600 | 521 | (8) |
| Forward contracts to sell EUR within 9–12 months | 1.1377 | €300 | 264 | (2) |
| 18 |
| Group – as at 30 September 2024 | ||||
| Average | ||||
| contract rate | ||||
| Nominal | ||||
| currency | ||||
| ’000 | ||||
| Contract | ||||
| GBP | ||||
| £’000 | ||||
| Fair value | ||||
| gain/(loss) | ||||
| £’000 | ||||
| US Dollars: | ||||
| Forward contracts to sell USD within 1–3 months | 1.2711 | $990 | 779 | 40 |
| Forward contracts to sell USD within 3–6 months | 1.2669 | $4,150 | 3,276 | 229 |
| Forward contracts to sell USD within 6–9 months | 1.2888 | $3,10 0 | 2,395 | 90 |
| Euros: | ||||
| Forward contracts to sell EUR within 1–3 months | 1.1732 | €1,150 | 979 | 14 |
| Forward contracts to sell EUR within 3–6 months | 1.1749 | €750 | 638 | 6 |
| Forward contracts to sell EUR within 6–9 months | 1.1724 | €250 | 213 | 1 |
| 380 |
The derivative financial instruments for the foreign currency contracts and options described above are all
held as cash flow hedges and are classified as level 2. The fair value of the foreign currency contracts at
the year-end equates to the mark-to-market valuation of the contracts and options. These represent the
amounts which the Group would expect to pay or receive in order to close these contracts at the balance
sheet date.
The gain/(loss) recognised in the Group’s income statement and the Group statement of comprehensive
income on cash flow hedges of foreign currency receipts during the year, is as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Revenue | 3 | 808 |
| Other comprehensive income | (109) | 195 |
| (106) | 1,003 |
The reconciliation of the hedging reserve per the statement of changes in equity is as follows:
| Group | |
| Hedging | |
| reserve | |
| £’000 | |
| 1 October 2023 | (42) |
| Fair value movement on: | |
| Cash flow hedges of probable future receipts | (613) |
| Transfer from hedging reserve to prot and loss account | 808 |
| Amounts recognised in other comprehensive income | 195 |
| Taxation relating to items above | (49) |
| 30 September 2024 | 104 |
| Fair value movement on: | |
| Cash flow hedges of probable future receipts | (112) |
| Transfer from hedging reserve to prot and loss account | 3 |
| Amounts recognised in other comprehensive income | (109) |
| Taxation relating to items above | 27 |
| 30 September 2025 | 22 |
The Group’s currency exposure, being those exposures arising from transactions where the net currency
gains and losses will be recognised in the income statement, is as follows:
Notes to the Financial Statements continued
for the year ended 30 September 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
143
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Annual Report & Accounts 2025
29. FINANCIAL INSTRUMENTS C ONTINUED
Foreign currency risk management continued
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| £’000 | ||
| Net foreign currency nancial assets: | ||
| US Dollar | 4,346 | 5,239 |
| Euro | 1,487 | 2,146 |
| Chinese Yuan | 430 | 653 |
| 6,263 | 8,038 |
A currency sensitivity analysis has been performed on the financial assets and liabilities to sensitivity of
a 10% movement in the Sterling to US Dollar and Sterling to Euro exchange rate. A 10% strengthening
has been used, comprising management’s assessment of reasonably possible changes in exchange rates.
The impact on profit for the year in the income statement would be a gain on net monetary assets or
liabilities as follows:
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| (restated) | ||
| 1 | ||
| £’000 | ||
| Impact of 10% strengthening of US Dollar against Sterling | 483 | 582 |
| Impact of 10% strengthening of Euro against Sterling | 165 | 238 |
In management’s opinion the sensitivity analysis is unrepresentative of the inherent foreign exchange
risk since it is limited only to the year-end exposure and does not reflect the exposure during the year,
nor does it include the impact of gains or losses that would have occurred on hedging instruments.
1 Revenue, and therefore trade receivables and foreign currency financial assets, has been restated for the year ended
30 September 2024, further details are given in note 31.
30. RELATED PARTY TRANSACTIONS
The following transactions were carried out with related parties:
GROUP
Remuneration of key management personnel
The remuneration of the Directors, who are the key management personnel of the Group, is set out here in
aggregate. Further information about the remuneration of individual Directors is provided in the Directors’
Remuneration Report on pages 85 to 95.
| Group | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Salaries and other short-term employee benefits | 767 | 699 |
| Fees paid to Non-executive Directors in respect of qualifying services | 354 | 367 |
| Employer’s social security costs | 154 | 137 |
| Pension contributions to money purchase schemes | 59 | 51 |
| Share-based payments expense in respect of qualifying services | – | 69 |
| 1,334 | 1,323 |
No Directors were members of a defined benefit pension scheme. Further details on Directors’ pensions
are given in the Directors’ Remuneration Report on pages 85 to 95.
PARENT COMPANY
Transactions with subsidiaries:
| Parent Company | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Interest received/(paid) from/(to): | ||
| R.C. Treatt & Co Limited | 666 | 340 |
| Treatt USA Inc | (404) | – |
| Dividends received from: | ||
| R.C. Treatt & Co Limited | 472 | 284 |
| Treatt USA Inc | 4,675 | 4,640 |
Balances with subsidiaries:
| Parent Company | ||
| 2025 | ||
| £’000 | ||
| 2024 | ||
| £’000 | ||
| Amounts owed to/(from) Parent Company: | ||
| R.C. Treatt & Co Limited | 20,808 | 5,245 |
| Treatt USA Inc | (20,539) | 13 |
| 269 | 5,258 |
Notes to the Financial Statements continued
for the year ended 30 September 2025
144
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Annual Report & Accounts 2025
30. RELATED PARTY TRANSACTIONS CONTINUED
During the year the Group restructured its intercompany balances to facilitate easier repayment between
subsidiaries. This exercise created an amount owing from R.C. Treatt & Co Limited, denominated in Sterling
and an amount owing to Treatt USA Inc, denominated in US Dollar. Under the restructured arrangement
excess cash held by Treatt USA is lent to the Parent Company and then lent on to R.C. Treatt & Co. The
loans are repayable on demand and attract interest at the prevailing Sterling and US Dollar interest rates at
which the Group borrows externally. The Parent Company does not intend to call on amounts owed by R.C.
Treatt & Co in the next twelve months.
The Parent Company has guaranteed certain bank borrowings of its subsidiaries as set out in note 28.
Amounts owed to the Parent Company are unsecured and will be settled in cash.
31. PRIOR YEAR ADJUSTMENT
As per our stated revenue recognition policy, revenue is recognised when control over goods is transferred
to the customer. Depending on the terms agreed with the customer, control may pass as early in the
delivery process as commencement of transport to the export port or as late as unloading at the
customer destination.
Following a comprehensive review of shipment terms as part of 30 September 2025 revenue cut-off
procedures, we deemed it appropriate to revisit revenue cut-off data as at the end of FY24 and FY23.
In doing so, we identified errors whereby revenue was recognised pre, rather than post year end in both
periods, that have been corrected by restatement of the FY23 balance sheet (and therefore FY24 opening
reserves), and the FY24 income statement, balance sheet and statement of cash flows.
The impacts of these restatements on the primary statements for FY23 and FY24 are shown below, and
the impacts on key performance measures are disclosed in note 33. The impact on profit before taxation,
net current assets and net assets has not been material to either FY23 or FY24.
RESTATED GROUP INCOME STATEMENT FOR THE YEAR ENDED 30 SEPTEMBER 2024
| Group | |||
| Previously | |||
| reported | |||
| £’000 | |||
| Adjustment | |||
| £’000 | |||
| As | |||
| restated | |||
| £’000 | |||
| Revenue | 153,066 | (2,863) | 150,203 |
| Cost of sales | (108,580) | 2,319 | (106,261) |
| Gross profit | |||
| 1 | |||
| 44,486 | (544) | 43,942 | |
| Profit before taxation | |||
| 1 | |||
| 19,093 | (544) | 18,549 | |
| Basic earnings per share (pence) | 23.61p | (0.90p) | 22.71p |
| Diluted earnings per share (pence) | 23.48p | (0.89p) | 22.59p |
RESTATED GROUP BALANCE SHEET FOR THE YEARS ENDED 30 SEPTEMBER 2023 AND 2024
Year ended 30 September 2024:
| Group | |||
| Previously | |||
| reported | |||
| £’000 | |||
| Adjustment | |||
| £’000 | |||
| As | |||
| restated | |||
| £’000 | |||
| Inventories | 51,878 | 3,017 | 54,895 |
| Trade and other receivables | 37,078 | (3,971) | 33,107 |
| Retained earnings | 116 ,153 | (954) | 115 ,19 9 |
| Cash flow statement impact: decrease in inventories | 7,231 | (2,396) | 4,835 |
| Cash flow statement impact: increase in receivables | (5,651) | 2,940 | (2 ,711) |
The movements in inventory and receivables differ from the movements in revenue and cost of sales due
to the restatement of the balance sheet for the year ended 30 September 2023.
Year ended 30 September 2023:
| Group | |||
| Previously | |||
| reported | |||
| £’000 | |||
| Adjustment | |||
| £’000 | |||
| As | |||
| restated | |||
| £’000 | |||
| Inventories | 62,396 | 698 | 63,094 |
| Trade and other receivables | 32,969 | (1,108) | 31,861 |
| Retained earnings | 105,120 | (410) | 104,710 |
1 Profit figures are stated before exceptional items.
Notes to the Financial Statements continued
for the year ended 30 September 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
145
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32. POST BALANCE SHEET EVENTS
ACQUISITION BY NATARA GLOBAL LIMITED
On 3 November 2025, the scheme of arrangement failed to reach the 75% approval threshold and did
not pass. As a result, the contingent element of fees accrued at year end were not payable (£1.0m).
Discretionary fees of £0.8m were agreed to post year end. Both of these form non-adjusting post balance
sheet events.
PENSION SCHEME BUY-IN
On 5 December 2025, the Trustees of the scheme purchased an insurance policy from Just Retirement
Ltd, which achieved the objective of a full-scheme buy-in of the scheme liabilities. The insurance policy
purchase, and all expected disbursements, are to be met out of surplus scheme assets.
CHANGE IN BOARD OF DIRECTORS
Since the year end, the following changes have occurred in the Board of Directors:
• David Shannon, Chief Executive Officer, stepped down from the Board on 31 December 2025.
• Bronagh Kennedy, Non-executive Director and Chair of the Remuneration Committee, will step down
from the Board on 31 January 2026.
• Philip O’Connor, Non-executive Director and Chair of the Audit Committee, will step down from the
Board on 28 February 2026.
David Shannon’s payments are set out on page 90 of the Directors’ Remuneration Report.
33. ALTERNATIVE PERFORMANCE MEASURES
The Group reports certain alternative performance measures (APMs) that are not required under IFRS. The
Group believes that these APMs, when viewed in conjunction with its IFRS financial information, provide
valuable and more meaningful information regarding the underlying financial and operating performance of
the Group to its stakeholders.
APMs referenced throughout the Annual Report which are not possible to easily derive from the financial
statements, are shown in the reconciliations below alongside their statutory equivalent measures.
RETURN ON AVERAGE CAPITAL EMPLOYED
Adjusted return on average capital employed (ROACE) is considered to be a key performance indicator
(KPI), and is an APM which enables stakeholders to see the profitability of the business as a function of
how much capital has been invested in the business. The derivation of this percentage, along with the
statutory equivalent measure, is shown below:
ROACE APM MEASURE
| Group | ||||
| Page | ||||
| reference | ||||
| 2025 | ||||
| £’000 | ||||
| 2024 | ||||
| (restated) | ||||
| 1 | ||||
| £’000 | ||||
| 2023 | ||||
| (restated) | ||||
| 1 | ||||
| £’000 | ||||
| Total equity | 112 | 134,739 | 141,060 | 136,836 |
| Net debt | 115 | 5,899 | 739 | 10,382 |
| Capital employed | 140,638 | 141,799 | 147,218 | |
| Interim total equity | ||||
| 2 | ||||
| 143,137 | 137,647 | 129,6 85 | ||
| Interim net (cash)/debt | ||||
| 2 | ||||
| (949) | 10,345 | 17,704 | ||
| Interim capital employed | ||||
| 2 | ||||
| 142,18 8 | 147,992 | 147, 389 | ||
| Average capital employed | ||||
| 3 | ||||
| 141,542 | 145,670 | 150,292 | ||
| Adjusted operating prot | ||||
| 4 | ||||
| 107 | 10,666 | 19,325 | 17, 911 | |
| ROACE % | 7.5% | 13.3% | 11. 9 % |
The previous five years’ measure of ROACE can be found in the Key Performance Indicators section,
on page 21.
ROACE STATUTORY MEASURE
| Group | Page reference | ||
| 2025 | |||
| £’000 | |||
| 2024 | |||
| (restated) | |||
| 1 | |||
| £’000 | |||
| Average capital employed | |||
| 2 | |||
| 141,542 | 145,670 | ||
| Profit before taxation | 107 | 7,003 | 17, 919 |
| ROACE % | 4.9% | 12.3% |
NET DEBT TO ADJUSTED EBITDA
The net debt to adjusted EBITDA ratio is useful to ensure that the level of borrowings in the business can
be supported by the cash flow in the business, and as it is measured by reference to adjusted EBITDA, is
considered to be an APM.
The derivation of this ratio, along with its statutory equivalent measure is shown below:
Notes to the Financial Statements continued
for the year ended 30 September 2025
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33. ALTERNATIVE PERFORMANCE MEASURES CONTINUED
NET DEBT TO ADJUSTED EBITDA APM MEASURE
| Group | |||
| Page | |||
| reference | |||
| 2025 | |||
| £’000 | |||
| 2024 | |||
| (restated) | |||
| 1 | |||
| £’000 | |||
| Profit before taxation | 107 | 7,003 | 17, 919 |
| Exceptional items | 107 | 3,309 | 630 |
| Prot before taxation and exceptional items | 107 | 10,312 | 18,549 |
| Interest receivable | 107 | (290) | (229) |
| Interest payable | 107 | 644 | 1,005 |
| Depreciation of property, plant and equipment and right-of-use assets | 113 | 5,039 | 4,640 |
| Amortisation of intangible assets | 113 | 469 | 426 |
| Adjusted EBITDA | 16,174 | 24,391 | |
| Net debt | 115 | 5,899 | 739 |
| Net debt to adjusted EBITDA | 0.36 | 0.03 |
The previous five years’ measure of net debt to adjusted EBITDA can be found in the Key Performance
Indicators section, on page 21.
1 Revenue and cost of sales, and therefore profit before taxation and net assets, have been restated for the year ended
30 September 2024. Net assets has also been restated for as at 30 September 2023, resultantly all APM measures
are shown restated.
2 Interim total equity and interim net cash/(debt) for a given year are taken from the unaudited half-year condensed
financial statements made out to 31 March, which can be found at www.treatt.com.
3 Average capital employed for a given year is calculated as the average of the opening, interim and closing capital
employed.
4 Adjusted operating profit for ROACE purposes is operating profit before exceptional items as defined in the Group
income statement.
NET DEBT TO ADJUSTED EBITDA STATUTORY MEASURE
| Group | |||
| Page | |||
| reference | |||
| 2025 | |||
| £’000 | |||
| 2024 | |||
| (restated) | |||
| 1 | |||
| £’000 | |||
| Profit before taxation | 107 | 7,003 | 17,919 |
| Interest receivable | 107 | (290) | (229) |
| Interest payable | 107 | 644 | 1,005 |
| Depreciation of property, plant and equipment and right-of-use assets | 113 | 5,039 | 4,640 |
| Amortisation of intangible assets | 113 | 469 | 426 |
| EBITDA | 12,865 | 23,761 | |
| Net debt | 115 | 5,899 | 739 |
| Net debt to EBITDA | 0.46 | 0.03 |
1 Revenue and cost of sales, and therefore profit before taxation and net assets, have been restated for the year ended
30 September 2024. Net assets has also been restated for as at 30 September 2023, resultantly all APM measures
are shown restated.
Notes to the Financial Statements continued
for the year ended 30 September 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
147
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Notice of Annual General Meeting
THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR
IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS
TO WHAT ACTION TO TAKE YOU ARE RECOMMENDED TO
CONSULT YOUR STOCKBROKER, SOLICITOR, ACCOUNTANT
OR OTHER INDEPENDENT ADVISOR AUTHORISED UNDER
THE FINANCIAL SERVICES AND MARKETS ACT 2000.
If you have sold or transferred all of your ordinary shares in Treatt PLC, you should pass this document to
the person through whom the sale or transfer was made for transmission to the purchaser or transferee.
Notice of the Annual General Meeting (AGM) which has been convened for 26 March 2026 at 10.30am
at Investec plc, 30 Gresham Street, London, EC2V 7QP is set out below.
PROXY VOTING
Shareholders are requested to complete and submit their proxy appointment online by using the Signal
Shares share portal service at www.signalshares.com as soon as possible and, in any event, by no later
than 10.30 am on 24 March 2026, being 48 hours before the time appointed for the holding of the
AGM. To do so, you will need to log in to your Treatt PLC Signal Shares account, or register if you have
not previously done so. To register you will need your Investor Code, which is detailed on your share
certificate or is available from our registrars, MUFG Corporate Markets. For those who hold their shares in
uncertificated form in CREST, proxy appointments may be made via the CREST system.
Proxy appointments can also be made by completing a paper proxy form and returning it to MUFG
Corporate Markets in accordance with the instructions printed on the form. If you require a paper proxy
form, please contact MUFG Corporate Markets Group by email at shareholderenquiries@cm.mpms.mufg.
com or by telephone on +44 (0) 371 664 0300*.
Notice is hereby given that the AGM of the shareholders of Treatt PLC (the Company) will be held at
Investec plc, 30 Gresham Street, London, EC2V 7QP on 26 March 2026, at 10.30am for the purpose of
considering and, if thought fit, passing the resolutions set out in this notice. Resolutions 1 to 10 (inclusive)
will be proposed as ordinary resolutions. Resolutions 11 to 14 (inclusive) will be proposed as special
resolutions.
ORDINARY RESOLUTIONS
RESOLUTION 1 ANNUAL ACCOUNTS AND DIRECTORS’ REPORT
1. To receive the audited accounts and related reports of the Directors and auditors for the year ended
30 September 2025.
Explanatory note
Under the Companies Act 2006 (the “Act”) the Directors of the Company must present the accounts to
the meeting.
RESOLUTION 2 DIRECTORS’ REMUNERATION REPORT
2. To approve the Directors’ Remuneration Report.
Explanatory note
Resolution 2 is in accordance with the Act, whereby the Company must give shareholders the opportunity
to cast an advisory vote on Directors’ Remuneration Report as set out on pages 85 to 95 (inclusive)
of the Company’s Annual Report and Accounts for the year ended 30 September 2025. Resolution
2 is to approve the Directors’ Remuneration Report and will not affect the way in which the Directors’
remuneration policy has been implemented
RESOLUTION 3 FINAL DIVIDEND
3. To approve a final dividend of 3.00 pence per ordinary share of the Company for the year ended 30
September 2025.
Explanatory note
A final dividend can only be paid after the shareholders at a general meeting have approved it. A final
dividend of 3.00 pence per ordinary share is recommended by the Directors for payment to shareholders
who are on the register of members at the close of business on 7 April 2026. If approved, the date of
payment of the final dividend will be 13 May 2026. An interim dividend of 2.60 pence per ordinary share
was paid on 15 August 2025. This represents a decrease of 2.81 pence per share, or 33.4%, on the
total 2024 dividend.
RESOLUTIONS 4 TO 7 ELECTION OR RE-ELECTION OF DIRECTORS
4. To re-elect Vijay Thakrar as a Director of the Company.
5. To re-elect Christine Sisler as a Director of the Company.
6. To elect Manprit Randhawa as a Director of the Company.
7. To elect Helga Moelschl as a Director of the Company.
* Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom are
charged at the applicable international rate. Lines are open 9.00am – 5.30pm Monday to Friday excluding bank
holidays in England and Wales.
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Notice of Annual General Meeting continued
Explanatory note
In accordance with the Company’s Articles of Association and in order to comply with the Corporate
Governance Code, all Directors will retire and stand for annual re-election. Short biographies of the
Directors are given on pages 66 and 67 of the Company’s Annual Report and Accounts for the year
ended 30 September 2025. Having considered the performance of, and contribution made, by each
of the Directors, the Board is satisfied that the performance of each of the Directors is effective and
demonstrates commitment to the role and, as such, recommends their election or re-election, as
appropriate. Each Non-executive Director is appointed on terms that provide for three months’ notice by
either party.
RESOLUTION 8 REAPPOINTMENT OF AUDITORS
8. To reappoint BDO LLP as auditors of the Company, to hold office from the conclusion of this meeting
until the conclusion of the next AGM.
Explanatory note
At each general meeting at which the Company’s Annual Report and Accounts are presented to its
ordinary shareholders, the shareholders are required to appoint an auditor to serve until the next such
meeting. Following a recommendation by the Audit Committee, the Board is proposing the reappointment
of BDO LLP as auditors of the Company.
RESOLUTION 9 AUDITOR’S REMUNERATION
9. To authorise the Directors to determine the remuneration of the auditors of the Company.
Explanatory note
The remuneration of the Company’s auditors must be fixed by the Company in general meeting or in
such manner as the shareholders may determine in general meeting. This resolution gives authority to the
Directors to determine the remuneration of the auditors of the Company.
RESOLUTION 10 AUTHORITY TO ALLOT SECURITIES
10. That in accordance with section 551 of the Companies Act 2006 (the “Act”) the Directors be and are
hereby generally and unconditionally authorised to exercise all the powers of the Company to allot shares
in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company:
a) up to an aggregate nominal amount (within the meaning of section 551(3) and (6) of the Act) of
£395,886 (such amount to be reduced by the nominal amount allotted or granted under paragraph
(b) below in excess of such sum); and
b) comprising equity securities (as defined in Sections 560 of the Act) up to an aggregate nominal
amount (within the meaning of section 551(3) and (6) of the Act) of £791,772 (such amount
to be reduced by any allotments or grants made under paragraph (a) above) in connection with
or pursuant to an offer of or invitation to apply for equity securities by way of a pre-emptive
offer or invitation (including an offer by way of a rights issue or open offer) in favour of ordinary
shareholders in proportion (as nearly as may be practicable) to the respective number of ordinary
shares held by them on the record date for such allotment (and holders of any other class of equity
securities entitled to participate therein or if the Directors consider it necessary, as permitted by the
rights of those securities), but subject to such exclusions or other arrangements as the Directors may
consider necessary or appropriate to deal with fractional entitlements, treasury shares, record dates or
legal, regulatory or practical difficulties which may arise under the laws of, or the requirements of any
regulatory body or stock exchange in, any territory or any other matter whatsoever,
provided that this authority shall expire at the conclusion of the AGM of the Company to be held in 2027,
or at close of business on 26 June 2027 (whichever occurs first) save that the Company may before such
expiry make an offer or enter into an agreement which would or might require shares to be allotted, or rights
to subscribe for or to convert securities into shares to be granted, after such expiry and the Directors may
allot shares or grant such rights in pursuance of such an offer or agreement as if the authority conferred
hereby had not expired.
Explanatory note
The Company may only allot ordinary shares or grant rights over ordinary shares if authorised to do so by
shareholders. This resolution seeks to grant authority to the Directors to allot unissued share capital of the
Company and grant rights to subscribe for, or convert other securities into, shares and will expire at the
conclusion of the next AGM of the Company in 2027 or, if earlier, on 26 June 2027 (the date which is
15 months after the date of passing of the resolution). Whilst the Board has no present intention of
exercising these authorities, the Board believes it is in the best interests of the Company to have these
authorities so that, if the need arises, the Board can allot securities at short notice and without the need
to hold a general meeting of the Company.
The authority in paragraph (a) of the resolution will allow the Directors to allot new shares and grant rights
to subscribe for, or convert other securities into, shares up to an aggregate nominal value of £395,886
(representing approximately one-third (33.33%) of the total issued ordinary share capital (excluding
treasury shares) of the Company as at 12 January 2026, the latest practicable date prior to publication of
this Notice).
The authority in paragraph (b) of the resolution will allow the Directors to allot new shares and grant rights
to subscribe for, or convert other securities into, shares only in connection with a fully pre-emptive offer
up to an aggregate nominal value of £791,772 (representing approximately two-thirds (66.66%) of the
total issued ordinary share capital (excluding treasury shares) of the Company as at 12 January 2026, the
latest practicable date prior to publication of this Notice) such amount to be reduced by the amount of any
relevant securities issued under the authority conferred by paragraph (a) of the resolution.
As at 12 January 2026, being the latest practicable date prior to publication of this Notice, the Company
held 1,900,141 treasury shares representing approximately 3 per cent of the total ordinary share capital in
issue (excluding treasury shares).
This is in line with the Investment Association’s Share Capital Management Guidelines issued in 2023.
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Overview Strategic Report Corporate Governance Financial Statements Other Information
Notice of Annual General Meeting continued
SPECIAL RESOLUTIONS 2026
RESOLUTION 11 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS
11. That subject to the passing of resolution 10 set out in the notice of 2026 Annual General Meeting of
the Company and in accordance with Sections 570 and 573 of the Companies Act 2006 (the “Act”), the
Directors be and are hereby given power to allot equity securities (within the meaning of Section 560 of
the Act) for cash pursuant to the authority conferred by resolution 10 above and to sell ordinary shares
(as defined in Section 560(1) of the Act) held by the Company as treasury shares for cash, as if Section
561 of the Act did not apply to any such allotment or sale, such power to be limited to the allotment of
equity securities for cash and the sale of treasury shares:
a) in connection with or pursuant to an offer of, or invitation to apply for, equity securities (but in
the case of the authority granted under paragraph (b) of resolution 10, by way of a pre-emptive
offer or invitation (including a rights issue or open offer)) in favour of holders of ordinary shares
in proportion (as nearly as practicable) to the respective number of ordinary shares held by them
on the record date for such allotment or sale (and holders of any other class of equity securities
entitled to participate therein or if the Directors consider it necessary, as permitted by the rights
of those securities) but subject to such exclusions or other arrangements as the Directors may
consider necessary or appropriate to deal with fractional entitlements, treasury shares, record dates
or legal, regulatory or practical difficulties which may arise under the laws of, or the requirements of
any regulatory body or stock exchange in any territory or any other matter;
b) in the case of the authority granted under paragraph (a) of resolution 10 above and/or in the case
of any sale of treasury shares, (and otherwise than under paragraph (a) or (c) of this resolution)
up to an aggregate nominal amount of £118,765; and
c) in the case of the authority granted under paragraph (a) of resolution 10 above or in the case of
any sale of treasury shares (and otherwise than under paragraph (a) and (b) of this resolution), up
to a nominal amount equal to 20% of any allotment of equity securities or sale of treasury shares
from time to time under paragraph (b) of this resolution, such authority to be used only for the
purposes of making a follow-on offer which the Directors determine to be a kind contemplated by
paragraph 3 of Section 2B of the Statement of Principles on Disapplying Pre-Emption Rights most
recently published by the Pre-Emption Group prior to the date of this Notice,
provided that this power shall expire at the conclusion of the AGM of the Company to be held in 2027
or at close of business on 26 June 2027 (whichever occurs first), save that the Company may before
such expiry make an offer or enter into an agreement which would or might require equity securities to
be allotted, or treasury shares to be sold, after such expiry and the Directors may allot equity securities
or sell treasury shares in pursuance of such an offer or agreement as if the power conferred hereby had
notexpired.
Explanatory note
Under Section 561 of the Act, if the Directors wish to allot any of the unissued shares or grant rights
over shares or sell treasury shares for cash (other than pursuant to an employee share scheme) they
must in the first instance offer them to existing shareholders in proportion to their holdings. There may be
occasions, however, when the Directors will need the flexibility to finance business opportunities by the
issue of ordinary shares without a pre-emptive offer to existing shareholders. This cannot be done under
the Act unless the shareholders have first authorised this.
Resolution 11 asks the shareholders to do this and, apart from offers or invitations in proportion to the
respective number of shares held, the authority will be limited to the issue of shares for cash (i) up to a
maximum aggregate nominal value of £118,765 (which includes the sale on a non pre-emptive basis of
any shares held in treasury), which is equivalent to approximately 10% of the Company’s issued ordinary
share capital (excluding treasury shares) as at 12 January 2026, the latest practicable date prior to
publication of this Notice and (ii) up to a nominal amount of 20% of any allotment made under (i), for the
purposes of any follow-on offer which the Directors determine to be of a kind contemplated by paragraph
3 of Part 2B of the Statement of Principles on Disapplying Pre-Emption Rights most recently published
by the Pre-Emption Group prior to the date of this Notice. Shareholders will note that this resolution also
relates to treasury shares and will be proposed as a special resolution. The Directors confirm that they
intend to follow the shareholder protections in paragraph one of Part 2B of the Statement of Principles
and, in relation to any follow-on offer, the expected features of a follow-on offer as set out in paragraph
three of Part 2B of the Statement of Principles.
If given, the authority will expire at the conclusion of the next AGM of the Company in 2027 or, if earlier,
26 June 2027 (the date which is 15 months after the date of passing of the resolution).
RESOLUTION 12 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS FOR THE PURPOSES OF
ACQUISITIONS OR CAPITAL INVESTMENTS
12. That subject to the passing of resolutions 10 and 11 set out in the notice of 2026 Annual General
Meeting of the Company and in addition to the power granted under resolution 11, the Directors be and
are hereby given power pursuant to Sections 570 and 573 of the Companies Act 2006 (the “Act”) to
allot equity securities (within the meaning of Section 560 of the Act) for cash pursuant to the authority
conferred under paragraph (a) of resolution 10 above and to sell ordinary shares (as defined in Section
560(1) of the Act) held by the Company as treasury shares for cash, as if Section 561 of the Act did not
apply to any such allotment of equity securities for cash and sale of treasury shares, such power to be
limited to:
a) the allotment of equity securities for cash and sale of treasury shares up to an aggregate nominal
amount of £118,765, such authority to be used only for the purposes of financing (or refinancing,
if the authority is to be used within 12 months after the original transaction) a transaction which
the Directors have determined to be either an acquisition or specified capital investment of a kind
contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently
published by the Pre-Emption Group prior to the date of this Notice, or for any other purposes as
the Company in general meeting may at any time by special resolution determine; and
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Notice of Annual General Meeting continued
b) the allotment of equity securities for cash and sale of treasury shares (otherwise than under
paragraph (a) of this resolution) up to an aggregate nominal amount equal to 20% of any
allotment of equity securities or sale of treasury shares from time to time under paragraph (a) of
this resolution, such authority to be used only for the purposes of making a follow-on offer which
the Directors determine to be a kind contemplated by paragraph 3 of Section 2B of the Statement
of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group
prior to the date of this Notice,
provided that this power shall expire at the conclusion of the AGM of the Company to be held in 2027
or at close of business on 26 June 2027 (whichever occurs first), save that the Company may before
such expiry make an offer or enter into an agreement which would or might require equity securities to
be allotted, or treasury shares to be sold, after such expiry and the Directors may allot equity securities
or sell treasury shares in pursuance of such an offer or agreement as if the power conferred hereby had
notexpired.
Explanatory note
The purpose of resolution 12 is to seek a further power from shareholders to allot equity securities or sell
treasury shares for cash otherwise than to existing shareholders pro rata to their holdings to reflect the
Statement of Principles on Disapplying Pre-Emption Rights.
Accordingly, resolution 12 will be proposed as a special resolution to grant such a power. The power will
be limited to (i) the allotment of equity securities and sales of treasury shares for cash up to an aggregate
nominal value of £118,765, being approximately 10% of the Company’s issued ordinary share capital
(excluding treasury shares) as at 12 January 2026, the latest practicable date prior to publication of this
Notice, and (ii) up to an additional 20% of any allotment made under (i), for the purposes of any follow-
on offer which the Directors determine to be of a kind contemplated by paragraph 3 of Part 2B of the
Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption
Group prior to the date of this Notice. This is in addition to the 10% referred to in resolution 11.
If given, the authority will expire at the conclusion of the next AGM of the Company in 2027 or, if earlier,
26 June 2027 (the date which is 15 months after the date of passing of the resolution).
The Directors will have due regard to the Statement of Principles on Disapplying Pre-Emption Rights in
relation to any exercise of this power and in particular they confirm that they intend to use this power
only in connection with a transaction which they have determined to be an acquisition or a specified
capital investment (of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption
Rights) which is announced contemporaneously with the announcement of the issue, or which has
taken place in the preceding twelve-month period and is disclosed in the announcement of the issue.
The Directors confirm that they intend to follow the shareholder protections in paragraph one of Part 2B
of the Statement of Principles and, in relation to any follow-on offer, the expected features of a follow-on
offer as set out in paragraph three of Part 2B of the “Statement of Principles”.
RESOLUTION 13 AUTHORITY TO PURCHASE OWN SHARES
13. That the Company be generally and unconditionally authorised for the purposes of section 701 of
the Companies Act 2006 (the “Act”) to make market purchases (within the meaning of Section 693 of
the Act) of up to a maximum of 5,938,293 ordinary shares in the capital of the Company, subject to the
following conditions:
a) the minimum price (excluding expenses) which may be paid for an ordinary share is the nominal
amount of that share; and
b) the maximum price (excluding expenses) which may be paid for an ordinary share so purchased is
an amount equal to the higher of (i) 5% above the average of the middle market quotations shown
for an ordinary share of the Company in The London Stock Exchange Daily Official List on the five
business days immediately preceding the day on which that ordinary share is purchased, and (ii)
the higher of the price of the last independent trade of an ordinary share and the highest current
independent bid for an ordinary share on the trading venues where the purchase is carried out.
The authority hereby conferred shall expire at the conclusion of the AGM of the Company to be held
in 2027, or at close of business on 26 June 2027 (whichever occurs first), save that in relation to the
purchase of ordinary shares the contract for which is concluded before such date and which would or
might be executed wholly or partly on or after such date, the Company may purchase ordinary shares
pursuant to any such contract under this authority.
Explanatory note
In certain circumstances, it may be advantageous for the Company to purchase its own shares and
resolution 13 seeks the authority from shareholders to continue to do so. The Directors will continue to
exercise this power only when, in the light of market conditions prevailing at the time, they believe that the
effect of such purchases will be to increase earnings per share and is in the best interests of shareholders
generally. Other investment opportunities, appropriate gearing levels and the overall position of the
Company will be taken into account when exercising this authority.
Any shares purchased in this way will be cancelled and the number of shares in issue will be reduced
accordingly, save that the Company may hold in treasury any of its own shares that it purchases pursuant
to the Act and the authority conferred by this resolution. This gives the Company the ability to re-issue
treasury shares quickly and cost-effectively and provides the Company with greater flexibility in the
management of its capital base.
It also gives the Company the opportunity to satisfy employee share scheme awards with treasury shares.
Once held in treasury, the Company is not entitled to exercise any rights, including the right to attend and
vote at meetings in respect of the shares. Further, no dividend or other distribution of the Company’s
assets may be made to the Company in respect of the treasury shares.
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The resolution specifies the maximum number of ordinary shares that may be acquired (approximately
10% of the Company’s issued ordinary share capital (excluding treasury shares) as at 12 January 2026,
the latest practicable date prior to publication of this Notice) and the maximum and minimum prices at
which they may be bought.
The total number of options to subscribe for ordinary shares that were outstanding at 12 January 2026,
the latest practicable date prior to publication of this Notice, was 469,309. The proportion of issued
share capital (excluding treasury shares) that they represented if exercised at that time was 0.79% and
the proportion of issued share capital (excluding treasury shares) that they will represent if the authority
to purchase shares (existing and being sought) is used is 0.88%.
If given, the authority will expire at the conclusion of the next AGM of the Company in 2027 or, if earlier,
26 June 2027 (the date which is 15 months after the date of passing of the resolution).
RESOLUTION 14 NOTICE OF GENERAL MEETINGS
14. That a general meeting (other than an Annual General Meeting) of the Company may be called on not
less than 14 clear days’ notice.
Explanatory note
Under the Act, the notice period required for all general meetings of listed companies is 21 clear days;
however, it is possible to reduce this period to 14 clear days (other than for AGMs), provided that the
following two conditions are met: (i) that a company offers facilities for shareholders to submit proxy
appointments by electronic means; and (ii) that there is an annual resolution of shareholders approving
the reduction in the minimum notice period from 21 clear days to 14 clear days. This resolution would,
if passed, allow the Company flexibility to call general meetings, other than AGMs, on not less than
14 clear days’ notice. This additional flexibility would not be used as a matter of routine for such meetings
but would be used where the Board considers it appropriate in the circumstances. The approval will be
effective until the Company’s next AGM, at which meeting it is intended to propose a similar resolution
for approval.
By order of the Board
Nick Hartigan
General Counsel and Company Secretary
Registered Office:
Skyliner Way
Bury St Edmunds
Suffolk
IP32 7FR
19 January 2026
The note on voting procedures and general rights of shareholders, together with explanatory notes on the
resolutions to be put to the meeting form part of this Notice.
NOTES ON VOTING PROCEDURES AND GENERAL RIGHTS OF SHAREHOLDERS
Only those persons entered in the Register of Members of the Company (the Register) as at close of
business on 24 March 2026 (the Record Date) shall be entitled to attend or vote at the AGM in respect
of the number of ordinary shares in the capital of the Company registered in their names at that time.
Changes to entries on the Register for certificated or uncertificated shares of the Company after the
Record Date shall be disregarded in determining the rights of any person to attend or vote at the AGM.
Should the AGM be adjourned to a time no more than 48 hours after the Record Date, that time will
also apply for the purpose of determining the entitlement of members to attend and vote (and for the
purpose of determining the number of votes they may cast) at the adjourned AGM. Should the AGM be
adjourned for a longer period, to be so entitled, members must have been entered on the Register by
close of business 48 hours prior to the adjourned AGM (excluding weekends and public holidays) or, if
the Company gives notice of the adjourned AGM, at the time specified in such notice.
Voting at the meeting will be conducted by poll rather than on a show of hands, which the Board believes
provides a more accurate reflection of shareholder views and takes into account the number of shares
held by each member. Those shareholders who are unable to attend the meeting should submit a form
of proxy as detailed below. Shareholders attending the meeting may also wish to vote in advance of the
meeting by submitting a form of proxy. Members who have done so will not need to vote at the meeting
unless they wish to change their vote or the way in which the proxy is instructed to vote. Unless otherwise
indicated on the Form of Proxy, CREST, Proxymity or any other electronic voting instruction, the proxy will
vote as they think fit or, at their discretion, withhold from voting.
A member entitled to attend and vote at this meeting may appoint a proxy or proxies to attend and vote
instead of him or her. The proxy need not be a member of the Company. Shareholders are requested to
complete and submit their proxy appointment online by using the Signal Shares share portal service at
www.signalshares.com as soon as possible and, in any event, by no later than 10.30am on 24 March
2026, being 48 hours before the time appointed for the holding of the AGM (or in the case of an
adjournment, no later than 48 hours (excluding non-business days) before the time fixed for the holding
of the adjourned meeting). To do so, you will need to log in to your Treatt PLC Signal Shares account, or
register if you have not previously done so. To register you will need your Investor Code, which is detailed
on your share certificate or is available from our registrars, MUFG Corporate Markets.
Notice of Annual General Meeting continued
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Proxy appointments can also be made by completing a paper proxy form and returning it to MUFG
Corporate Markets in accordance with the instructions printed on the form. If you require a paper proxy
form, please contact MUFG Corporate Markets by email at shareholderenquiries@cm.mpms.mufg.com or
by telephone on +44 (0) 371 664 0300. Calls are charged at the standard geographic rate and will vary
by provider. Calls outside the United Kingdom are charged at the applicable international rate. Lines are
open 9.00am – 5.30pm Monday to Friday excluding bank holidays in England and Wales.
Completion and return of a form of proxy will not preclude a member from attending and voting in person
at the meeting or any adjournment of the meeting.
An abstention option is provided on the form of proxy to enable you to instruct your proxy to abstain on
any particular resolution, however, it should be noted that an abstention in this way is not a “vote” in law
and will not be counted in the calculation of the proportion of the votes “For” and “Against” a resolution.
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment
service may do so for the AGM to be held on 26 March 2026 and any adjournment(s) of the meeting
by using the procedures described in the CREST Manual. CREST personal members or other CREST
sponsored members, and those CREST members who have appointed a voting service provider(s), should
refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action
on their behalf. Please note the following:
a) In order for a proxy appointment or instruction made using the CREST service to be valid, the
appropriate CREST message (a “CREST Proxy Instruction”) must be properly authenticated in
accordance with Euroclear UK & International Limited’s (EUI) specifications and must contain
the information required for such instructions, as described in the CREST Manual. The message,
regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction
given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received
by the issuer’s agent (ID RA10) by the latest time(s) for receipt of proxy appointments specified in
this Notice. For this purpose, the time of receipt will be taken to be the time (as determined by the
timestamp applied to the message by the CREST applications host) from which the issuer’s agent
is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this
time any change of instructions to proxies appointed through CREST should be communicated to
the appointee through other means.
b) CREST members and, where applicable, their CREST sponsors or voting service providers should
note that EUI does not make available special procedures in CREST for any particular messages.
Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy
Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST
member is a CREST personal member or sponsored member or has appointed a voting service
provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such action as
shall be necessary to ensure that a message is transmitted by means of the CREST system by any
particular time. In this connection, CREST members and, where applicable, their CREST sponsors or
voting service providers are referred in particular to those sections of the CREST Manual concerning
practical limitations of the CREST system and timings.
c) The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in
regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. Members may change proxy
instructions by submitting a new proxy appointment using the methods set out above. Note that the
cut-off time for receipt of proxy appointments also apply in relation to amended instructions; any
amended proxy appointment received after the relevant cut-off time will be disregarded.
If you are an institutional investor you may be able to appoint a proxy electronically via the Proximity
platform, a process which has been agreed by the Company and approved by the Registrar. For further
information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 10.30am
on 24 March 2026 in order to be considered valid or, if the meeting is adjourned, by the time which is 48
hours before the time of the adjourned meeting.
Before you can appoint a proxy via this process you will need to have agreed to Proxymity’s associated
terms and conditions. It is important that you read these carefully as you will be bound by them and they
will govern the electronic appointment of your proxy.
The right to appoint a proxy does not apply to persons whose shares are held on their behalf by another
person and who have been nominated to receive communications from the Company in accordance with
section 146 of the Companies Act 2006 (“nominated persons”). Nominated persons may have a right
under an agreement with the registered shareholder who holds the shares on their behalf to be appointed
(or to have someone else appointed) as a proxy. Alternatively, if nominated persons do not have such a
right, or do not wish to exercise it, they may have a right under such an agreement to give instructions to
the person holding the shares as to the exercise of voting rights.
A member of the Company which is a corporation may authorise a person or persons to act as its
representative(s) at the AGM. In accordance with the provisions of the Companies Act 2006 (as amended
by the Companies (Shareholders’ Rights) Regulations 2009), each such representative may exercise (on
behalf of the corporation) the same powers as the corporation could exercise if it were an individual
member of the Company, provided that they do not do so in relation to the same shares. It is therefore no
longer necessary to nominate a designated corporate representative.
Pursuant to Section 319A of the Companies Act 2006, the Company must cause to be answered at
the AGM any question relating to the business being dealt with at the AGM which is put by a member
attending the meeting, except in certain circumstances, including if it is undesirable in the interests of the
Company or the good order of the meeting that the question be answered or if to do so would involve the
disclosure of confidential information.
Notice of Annual General Meeting continued
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TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Members satisfying the thresholds in Section 338 of the Companies Act 2006 may require the
Company to give to members of the Company entitled to receive notice of the AGM, notice of a resolution
which those members intend to move (and which may properly be moved) at the AGM. A resolution may
properly be moved at the AGM unless (i) it would, if passed, be ineffective (whether by reason of any
inconsistency with any enactment or the Company’s constitution or otherwise); (ii) it is defamatory of any
person; or (iii) it is frivolous or vexatious. The business which may be dealt with at the AGM includes a
resolution circulated pursuant to this right. A request made pursuant to this right may be in hard copy
or electronic form, must identify the resolution of which notice is to be given, must be authenticated by
the person(s) making it and must be received by the Company no later than six weeks before the date
of the AGM.
Members satisfying the thresholds in Section 338A of the Companies Act 2006 may request the
Company to include in the business to be dealt with at the AGM any matter (other than a proposed
resolution) which may properly be included in the business at the AGM. A matter may properly be
included in the business at the AGM unless (i) it is defamatory of any person or (ii) it is frivolous or
vexatious. A request made pursuant to this right may be in hard copy or electronic form, must identify the
matter to be included in the business, must be accompanied by a statement setting out the grounds for
the request, must be authenticated by the person(s) making it and must be received by the Company no
later than six weeks before the date of the AGM.
The Company may process personal data of participants at or in relation to the AGM. This may include
webcasts, photos, recordings, and audio and video links, as well as other forms of personal data. Please
refer to the Company’s privacy notices for details of how the Company will process personal data.
In accordance with Section 311A of the Companies Act 2006, the contents of this notice of meeting
details the total number of shares in respect of which members are entitled to exercise voting rights at the
AGM, the total voting rights members are entitled to exercise at the AGM and, if applicable, any members’
statements, members’ resolutions or members’ matters of business received by the Company after the
date of this notice will be available on the Company’s website www.treatt.com.
Under section 527 of the Companies Act 2006, members meeting the threshold requirements set out
in that section have the right to require the Company to publish on a website a statement setting out any
matter relating to: (i) the audit of the Company’s accounts (including the auditor’s report and the conduct
of the audit) that are to be laid before the AGM; or (ii) any circumstance connected with an auditor of
the Company ceasing to hold office since the previous meeting at which annual accounts and reports
were laid in accordance with section 437 of the Act, (in each case) that the members propose to raise
at the AGM. The Company may not require the members requesting any such website publication to pay
its expenses in complying with sections 527 or 528 of the Act. Where the Company is required to place
a statement on a website under section 527 of the Act, it must forward the statement to the Company’s
auditor not later than the time when it makes the statement available on the website. The business which
may be dealt with at the meeting includes any statement that the Company has been required under
section 527 of the Act to publish on a website.
As at 12 January 2026 the Company’s issued share capital consists of 61,283,093 ordinary shares.
The number of shares held as treasury shares and in the Employee Benefit Trust and Treatt Share
Incentive Plan, under which voting rights are waived, is 2,264,288. The total number of voting rights in
the Company as at 12 January 2026 (the latest practicable date prior to publication of this Notice) is
59,018,805.
A statement of Directors’ share transactions, copies of the Directors’ service contracts and letters of
appointment of the Non-executive Directors are available for inspection during usual business hours at
the registered office of the Company from the date of this notice until the close of the AGM (Saturdays,
Sundays and public holidays excluded).
Except as provided above, members who wish to communicate with the Company in relation to the
meeting should do so using the following means:
• Calling the Company Secretariat on +44 (0) 1284 702500;
• Emailing the Company Secretariat on _Cosec@treatt.com; or
• Writing to: The Company Secretariat, Treatt PLC, Skyliner Way, Bury St Edmunds, Suffolk, IP32 7FR .
TREATT PLC
Skyliner Way,
Bury St Edmunds,
Suffolk
IP32 7FR
www.treatt.com
cosec@treatt.com
+ 44 (0)1284 702500
Notice of Annual General Meeting continued
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TREATT PLC
Annual Report & Accounts 2025
Parent Company Information and Advisers
DIRECTORS
VIJAY THAKRAR
Chair and Non-executive Director
MANPRIT RANDHAWA
Interim Group Managing Director and Interim Chief Financial Officer
PHILIP O’CONNOR
Senior Independent Non-executive Director
CHRISTINE SISLER
Independent Non-executive Director
BRONAGH KENNEDY
Independent Non-executive Director
COMPANY SECRETARY
Nick Hartigan
REGISTERED OFFICE
Skyliner Way,
Bury St Edmunds,
Suffolk, IP32 7FR
Tel: +44 (0) 1284 702500
Email: cosec@treatt.com
WEBSITE
www.treatt.com
REGISTERED NUMBER
01568937
AUDIT COMMITTEE
Philip O’Connor (Chair)
Christine Sisler
REMUNERATION COMMITTEE
Bronagh Kennedy (Chair)
Vijay Thakrar
Christine Sisler
NOMINATION COMMITTEE
Vijay Thakrar (Chair)
Philip O’Connor
Bronagh Kennedy
JOINT BROKERS
INVESTEC BANK PLC
30 Gresham Street,
London, EC2V 7QP
PEEL HUNT LLP
7th Floor,
100 Liverpool Street,
London, EC2M 2AT
PUBLIC RELATIONS
MHP GROUP
4th Floor,
60 Great Portland Street,
London, W1W 7RT
AUDITORS
BDO LLP
55 Baker Street
London, W1U 7EU
TAX ADVISERS
KPMG LLP
c/o Fora,
20 Station Road
CB1 2JD
CROWE LLP
124 South Florida Avenue, Suite 1,
Lakeland, Florida 33801-4629
SOLICITORS
ASHURST LLP
London Fruit & Wool Exchange,
1 Duval Square,
London, E1 6PW
GREENE & GREENE SOLICITORS
80 Guildhall Street,
Bury St Edmunds,
Suffolk, IP33 1QB
BANKERS
HSBC BANK PLC
140 Leadenhall Street,
London, EC3V 4PS
BANK OF AMERICA
5th Floor,
101 E. Kennedy Boulevard,
Tampa, FL 33602
REGISTRARS
MUFG CORPORATE MARKETS
Central Square,
29 Wellington Street,
Leeds, LS1 4DL
Annual and half-year reports are available
on the Group’s website: www.treatt.com
155
TREATT PLC
Annual Report & Accounts 2025
Overview Strategic Report Corporate Governance Financial Statements Other Information
Financial Calendar
FINANCIAL YEAR 2025
Interim results to 31 March 2025 announced 13 May 2025
Interim dividend for 2025 goes “ex-dividend” 3 July 2025
Record date for 2024 interim dividend 4 July 2025
Last day for dividend reinvestment plan election 24 July 2025
Interim dividend for 2025 paid 14 August 2025
Financial year ended 30 September 2025
Results for year to 30 September 2025 announced 20 January 2026
Final dividend for 2025 paid 15 May 2026*
FINANCIAL YEAR 2026
Interim results to 31 March 2026 announced 12 May 2026*
Interim dividend for 2026 goes “ex-dividend” 2 July 2026*
Record date for 2026 interim dividend 3 July 2026*
Last day for dividend reinvestment plan election 23 July 2026*
Interim dividend for 2026 paid 13 August 2026*
Financial year ended 30 September 2026
Results for year to 30 September 2026 announced 1 December 2026*
Final dividend for 2026 paid 11 March 2027*
* These dates are provisional and may be subject to change.
156
TREATT PLC
Annual Report & Accounts 2025
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CBP034460
TREATT PLC
Skyliner Way, Bury St Edmunds, Sufiolk IP32 7FR
www.treatt.com
cosec@treatt.com
+ 44 (0) 1284 702500