Directors Report 1

DIRECTORS' REPORT
The directors present their annual report on the affairs of the company, together with the unaudited financial statements, for the year ended 31 December 2013.
The directors' report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption.

BUSINESS REVIEW
The company has been dormant as defined in section 1169 of the Companies Act 2006 throughout the year and preceding financial year. It is anticipated that the company will remain dormant for the foreseeable future. Key performance indicators are not considered necessary for an understanding of the development, performance or position of the business of the company. There are no risks or uncertainties facing the company including those within the context of the use of financial instruments.

DIRECTORS
The present membership of the Board is set out on page 2. There were no changes to the directors or the company secretary during the year or since the year end.

Approved by the Board of Directors and signed on its behalf by:
Lt Brian Mehigan Director
Date: 22 ri

3.0
MARSTON VALLEY FOODS LIMITED STATEMENT OF ACCOUNTING POLICIES

The principal accounting policies adopted by the company are as set out below. They have all been applied consistently throughout the current and preceding year.

BASIS OF PREPARATION
The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards. Accounting standards generally accepted in the United Kingdom in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in England and Wales and issued by the Accounting Standards Board.

REPORTING CURRENCY
The amounts shown are stated in Sterling, the currency of the primary economic environment in which the company operates (its "functional currency").

Directors Report 2

DIRECTORS' REPORT
The directors present their annual report on the affairs of the company, together with the unaudited financial statements, for the year ended 31 December 2012

BUSINESS REVIEW
The company has been dormant as defined an section 1169 of the Companies Act 2006 throughout the year and preceding financial year It is anticipated that the company will remain donnant for the foreseeable future. Key performance mdicators are not considered necessary for an understanding of the development, performance or position of the business of the company There are no nsks or uncertainties facing the company including those within the context of the use of financial instruments

DIRECTORS
The present membership of the Board is set out on page 2 There were no changes to the directors or the company secretary during the year or since the year end

Approved by the Board of Directors and signed on its behalf by

Brian Mehigan Director
Date Oct kr% 13- 015
MARSTON VALLEY FOODS LIMITED STATEMENT OF ACCOUNTING POLICIES
The principal accounting policies adopted by the company are as set out below They have all been applied consistently throughout the current and preceding year

BASIS OF PREPARATION
The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards Accounting standards generally accepted in the United Kingdom in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in England and Wales and issued by the Accounting Standards Board

REPORTING CURRENCY
The amounts shown are stated in Sterling, the currency of the pnmary economic environment in which the company operates (its "functional currency")

Directors Report 3

DIRECTORS' REPORT

The directors present their annual report on the affairs of the company, together with the unaudited financial statements, for the year ended 31 December 2011

BUSINESS REVIEW
The company has been dormant as defined in section 1169 of the Companies Act 2006 [section 249AA of the Companies Act 1985i throughout the year and preceding financial year It is anticipated that the company will remain dormant for the foreseeable future Key performance indicators are not considered necessary for an understanding of the development, performance or position of the business of the company. There are no risks or uncertainties facing the company Including those within the context of the use of financial instruments.

DIRECTORS
The present membership of the Board is set out on page 2. There were no changes to the directors or the company secretary during the year or since the year end.

Approved by the Board of Directors and signed on its behalf by:

(lerr . ?-----. fir:cre Brian Melugan,i Director Date. I 2/CC-1 (20? 2.

3.0
MARSTON VALLEY FOODS LIMITED STATEMENT OF ACCOUNTING POLICIES

The principal accounting policies adopted by the company are as set out below. They have all been applied consistently throughout the current and preceding year

BASIS OF PREPARATION
The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards. Accounting standards generally accepted in the United Kingdom in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in England and Wales and issued by the Accounting Standards Board

REPORTING CURRENCY
The amounts shown are stated in Sterling, the currency of the primary economic environment in which the company operates (its "functional currency")

4.0 MARSTON VALLEY FOODS LIMITED

Directors Report 4

DIRECTORS' REPORT
The directors present their annual report on the affairs of the company, together with the unaudited financial statements, for the year ended 31 Decembet 2010

1 BUSINESS REVIEW
The company has been dormant as defined in section 1169 of the Companies Act 2006 [section 249AA of the Companies Act 1985] throughout the year and preceding financial year It is anticipated that the company will remain dormant for the foreseeable future Key pei fonnance indicators are not considered necessary for an understanding of the development, performance or position of the business of the company There are no risks or uncertainties facing the company mcluding those within the context of the use of financial instruments

2 DREG WKS
The present membeiship of die Board is set out on page 2 I here were no changes to the &lectors or the company secretary during the year or since the year end

Appioved by the Board of Directors and signed on its behalf by

Brian IVIehigan, Director
Date t 0(0$1
NIARSTON VALLEY FOODS LIMITED

1 he principal accounting policies adopted by the company are as set out below They have all been applied

BASIS OF PREPARATION
The financial statements have been prepared under the historical cost convention and in accordance with applicable
preparing financial statements giving a truc and fair view are those published by the Institute of Chartered Accountants in England and Wales and issued by the Accounting Standards Board

REPORTING CURRENCY
The amounts shown are stated in Sterling, the currency of the pnmary economic environment in which the company

4.0

2010.0 ? 2009.0 E MARSTON VALLEY FOODS LIMITED

Directors Report 5

DIRECTORS' REPORT
The directors present their annual report on the affairs of the company, together with the unaudited financial statements, for the year ended 31 December 2009

1 BUSINESS REVIEW
The company has been dormant as defined in section 1169 of the Companies Act 2006 [section 249AA of the Companies Act 1985] throughout the year and preceding financial penod It is anticipated that the company will remain dormant for the foreseeable future Key performance indicators are not considered necessary for an understanding of the development, performance or position of the business of the company There are no nsks or uncertainties facing the company including those within the context of the use of financial instruments

2 DIRECTORS
The present membership of the Board is set out on page 2 There were no changes to the directors or the company secretary dunng the year or since the year end

Approved by the Board of Directors and signed on its behalf by

Brian Mehigan, Director
Date 010 /07 /la

3.0

MARSTON VALLEY FOODS LIMITED STATEMENT OF ACCOUNTING POLICIES
The principal accounting policies adopted by the company are as set out below They have all been applied consistently throughout the current and preceding year

BASIS OF PREPARATION
The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standards Accounting standards generally accepted m the Uruted Kingdom in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in England and Wales and issued by the Accounting Standards Board

REPORTING CURRENCY
The amounts shown are stated in Sterling, the currency of the primary economic environment in which the company operates (its "functional currency")

Directors Report 6

DIRECTORS' REPORT
The directors present their annual report together with the financial statements of the company for the year ended 31 December 2008.
This directors' report has been prepared in accordance with the special provision relating to small companies under section 246(4) of the companies Act 1985.
I. PRINCIPAL ACTIVITIES AND BUSINESS REVIEW
The company is a wholly owned subsidiary of Kerry Group plc and operated as part of the group's foods division.
The company did not trade during the current or preceding year and made neither profit nor loss nor any other recognised gains or losses. Consequently, the directors have not presented a profit and loss account. It is not expected that the company will trade in the foreseeable future.
2.DIRECTORS
The present membership of the Board is set out on page 2. Hugh Friel and Denis Cregan resigned from the board and were replaced by Stan McCarthy and Flor Healy on 13* May, 2008. There was no change to the secretary during the year.
3.STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). The financial statements are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
?select suitable accounting policies and then apply them consistently; ?make judgments and estimates that are reasonable and prudent; ?state whether applicable UK Accounting Standards have been followed; and ?prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the company and enable thcm to ensure that the financial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Approved by the Board of Directors and signed on its behalf by:

Far fit QI Brian Mehigrui, Director
Date: au /7/200q

3.0
MARSTON VALLEY FOODS LIMITED STATEMENT OF ACCOUNTING POLICIES
The principal accounting policies adopted by the company are as below. They have all been applied consistently through the current and preceding year.

BASIS OF PREPARATION
The financial statements have been prepared under the historical cost convention and in accordance with applicable United Kingdom accounting standard.s.

ACCOUNTING CONVENTION AND REPORTING CURRENCY
The financial statements are prepared under the historical cost convention. The amounts shown are stated in sterling, the currency of the primary economic environment in which the company operates (its "functional currency").

Directors Report 7

DIRECTORS' REPORT
The directors present their annual report together with the audited financial statements of the company for the year ended 31 December 2007
This directors' report has been prepared in accordance with the special provision relating to small companies under section 246(4) of the companies Act 1985

1 PRINCIPAL ACTIVITIES AND BUSINESS REVIEW
The company is a wholly owned subsidiary of Kerry Group plc and operated as part of the group's foods division
The company's pnncipal activity was that of a foods manufacturer The company ceased trading on 31 December 2006 and has not traded since that date Accordingly the accounts have been prepared on a basis other than that of a going concern
The directors do not recommend the payment of a dividend (2006 fiul)

2 DIRECTORS
The present membership of the Board is set out on page 2 Hugh Fnel and Denis Cregan resigned from the board and were replaced by Stan McCarthy and Flor Healy on 13th May, 2008 There was no change to the secretary during the year

3 STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for prepanng the Annual Report and the financial statements in accordance with applicable law and regulations
Company law requires the directors to prepare financial statements for each financial year Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) The financial statements are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that penod In prepanng these financial statements, the directors are required to
?select suitable accounting policies and then apply them consistently, ?make judgments and estimates that are reasonable and prudent, ?state whether applicable UK Accounting Standards have been followed, and prepare the fmancial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business
The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 1985 They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities

3.0

MARSTON VALLEY FOODS LIMITED DIRECTORS' REPORT (CONTINUED)

4 AUDITORS
Each of the persons who is a director at the date of approval of this report confirms that
?so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and
?the director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information
This confirmation is given and should be interpreted in accordance with the provisions of s234ZA of the Companies Act 1985
Delome & Touche LLP have indicated their willingness to remain in office as the company's auditors and a resolution to reappoint them will be proposed at the forthcoming Annual General Meeting

Approved by the Board of Directors and signed on its behalf by

Bnan Melugan, Director Date IS et/Vki-aa9 a

4.0 MARSTON VALLEY FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED
We have audited the financial statements of Marston Valley Foods Limited for the year ended 31 December 2007 which have been prepared on a basis other than that of a going concern and which compnse the Statement of Accounting Policies, the Profit and Loss Account, the Balance Sheet and the related notes 1 to 12 These financial statements have been prepared under the accounting policies set out in the Statement of Accounting Policies
This report is made solely to the company's members, as a body, in accordance with section 235 of the Companies Act, 1985 Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed

Respective responsibilities of directors and auditors
The directors' responsibilities for prepanng the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) are set out in the Statement of Directors' Responsibilities within the Directors' Report
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and International Standards on Auditing (UK and Ireland)
We report to you our opinion as to whether the financial statements give a true and fair view and are properly prepared in accordance with the Companies Act 1985 We also report to you whether in our opinion the information given in the Directors' Report is consistent with the financial statements
In addition we report to you if, in our opinion, the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and other transactions is not disclosed
We read the Directors' Report and consider the implications for our report if we become aware of any apparent misstatements within it

Basis of audit opinion
We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements It also includes an assessment of the significant estimates and judgments made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropnate to the company's circumstances, consistently applied and adequately disclosed
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from matenal misstatement, whether caused by fraud or other irregulanty or error In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements MARSTON VALLEY FOODS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED (CONTINUED)

Opinion
In our opinion ?the financial statements give a true and fair view, in accordance with United Kingdom Generally Accepted Accounting Practice, of the state of the company's affairs as at 31 December 2007 and of its result for the year then ended, ?the financial statements have been properly prepared in accordance with the Companies Act 1985, and ?the information given in the Directors' Report is consistent with the financial statements
Emphasis of matter ? Financial statements prepared on a basis other than that of a going concern
In forming our opinion on the financial statements, which is not qualified, we have considered the adequacy of the disclosure made in the Statement of Accounting Policies, which explams that the financial statements have been prepared on a basis other than that of a going concern
WIAID i --(.142_ t_c,f

Deloitte & Touche LLP Chartered Accountants and Registered Auditors Southampton, United Kingdom Date ;_te? atite_A an

6.0 MARSTON VALLEY FOODS LIMITED STATEMENT OF ACCOUNTING POLICIES

The pnncipal accounting policies adopted by the company are as below They have all been applied consistently through the current and preceding year

BASIS OF PREPARATION
The financial statements have been prepared in accordance with applicable United Kingdom accounting standards As explained in the directors' report, the company ceased trading on 31 December 2006 As required by FRS 18 Accounting Policies, the directors have prepared the financial statements on the basis that the company is no longer a going concern No matenal adjustments arose as a result of ceasing to apply the going concern basis

ACCOUNTING CONVENTION AND REPORTING CURRENCY
The financial statements are prepared under the historical cost convention The amounts shown are stated in sterling, the currency of the pnmary economic environment in which the company operates (its "functional currency")

7.0 MARSTON VALLEY FOODS LIMITED

Directors Report 8

DIRECTORS' REPORT
The directors present their annual report together with the audited financial statements of the company for the year ended 31 December 2006
This directors' report has been prepared in accordance with the special provision relating to small companies under section 246(4) of the companies Act 1985
1 PRINCIPAL ACTIVITIES AND BUSINESS REVIEW
The company is a wholly owned subsidiary of Kerry Group plc and operates as part of the group's foods division
The company's prmcipal activity is that of a foods manufacturer There has not been any significant change in the company's principal activity in the year under review
The balance sheet on page 9 of the financial statements shows that the company's financial position at the year end is, in net assets terms, consistent with the prior year
Both the level of business and the year end financial position remain satisfactory and the directors expect that the present level of activity will be sustained for the foreseeable future
The directors do not recommend the payment of a dividend (2005 ail)
2 DIRECTORS
The present membership of the Board is set out on page 2 There were no changes in directors or secretary during the year
3 DIRECTORS' AND SECRETARY'S INTERESTS
The interests of the directors and secretary of the company and their spouses and minor children, all of which are beneficial, in the share capital of Kerry Group plc, the ultimate holding company, at 31 December 2006 and Sheet2 There has not been any contract or arrangement with the company or any subsidiary during the year in which a director of the company was matenally interested and which was significant in relation to the company's business
The current directors and secretary of the company and those who held office at 31 December 2006 and 31 December 2005 had no interests in the share capital of the company or any other group company except as disclosed above

3.0 MARSTON VALLEY FOODS LIMITED

DIRECTORS' REPORT (CONTINUED)
4 STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for prepanng the Annual Report and the financial statements in accordance with applicable law and regulations
Company law requires the directors to prepare financial statements for each financial year Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) The financial statements are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period In preparing these financial statements, the directors are required to
?select suitable accounting policies and then apply them consistently, ?make Judgments and estimates that are reasonable and prudent, ?state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements, ?prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business
The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 1985 They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
5 AUDITORS
Each of the persons who is a director at the date of approval of this report confirms that
?so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
?the director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that mformation.
This confirmation is given and should be interpreted in accordance with the provisions of s234ZA of the Companies Act 1985
Deloute & Touche LLP have indicated their willingness to remain in office as the company's auditors and a resolution to reappoint them will be proposed at the forthcoming Annual General Meeting

Approved by the Board of Directors and signed on its behalf by

B Melugan Director
2007-07-19 00:00:00

4.0 MARSTON VALLEY FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED

We have audited the financial statements of Marston Valley Foods Limited for the year ended 31 December 2006 which compnse the Statement of Accounting Policies, the Profit and Loss Account, the Balance Sheet and the related notes 1 to 12 These financial statements have been prepared under the accounting policies set out in the Statement of Accounting Policies
This report is made solely to the company's members, as a body, in accordance with section 235 of the Companies Act, 1985 Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed

Respective responsibilities of directors and auditors
The directors' responsibilities for preparing the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) are set out in the Statement of Directors' Responsibilities within the Directors' Report
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and International Standards on Auditing (UK and Ireland)
We report to you our opinion as to whether the financial statements give a true and fair view and are properly prepared in accordance with the Companies Act 1985 We also report to you whether in our opinion the information given in the Directors' Report is consistent with the financial statements
In addition we report to you if, in our opinion, the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and other transactions is not disclosed
We read the Directors' Report and consider the implications for our report if we become aware of any apparent misstatements within it

Basis of audit opinion
We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements It also includes an assessment of the significant estimates and Judgments made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropnate to the company's circumstances, consistently applied and adequately disclosed
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements

5.0 MARSTON VALLEY FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED (CONTINUED)

Opinion
In our opinion ?the financial statements give a true and fair view, in accordance with United Kingdom Generally Accepted Accounting Practice, of the state of the company's affairs as at 31 December 2006 and of its loss for the year then ended, ?the financial statements have been properly prepared m accordance with the Companies Act 1985, and ?the information given in the Directors' Report is consistent with the financial statements

h_} Co, 11 -7.--1-4_ u_to Deloitte & Touche LLP Chartered Accountants and Registered Auditors Southampton, United Kingdom I) TH

# 6.0 MARSTON VALLEY FOODS LIMITED
STATEMENT OF ACCOUNTING POLICIES

The significant accounting policies adopted by the company are as follows

BASIS OF PREPARATION
The financial statements have been prepared in accordance with applicable United Kingdom accounting standards

ACCOUNTING CONVENTION AND REPORTING CURRENCY
The financial statements are prepared under the lustoncal cost convention The amounts shown are stated in sterling, the currency of the pnmary economic environment in which the company operates (its "functional currency")

CURRENT TAX
The current tax charge is calculated as the amount payable based on taxable profit for the year and any adjustments relating to pnor years All recognised gains and losses have been reflected in the Profit and Loss Account for both the current year and the preceding financial year and anse solely from continuing operations Sheet3

There are no matenal differences between the results reported and those prepared on a histoncal cost basis

8.0
MARSTON VALLEY FOODS LIMITED

Directors Report 9

DIRECTORS' REPORT

The directors present their annual report together with the audited financial statements of the company for the 9 month period ended 31 December 2005.

PRINCIPAL ACTIVITY AND BUSINESS REVIEW
The principal activity of the company was that of a foods manufacturer. The company did not trade during the current period or the preceding year and the directors expect the present level of activity to continue for the foreseeable future.
On 29 July 2005, the entire issued share capital of the immediate parent company of Marston Valley Foods Limited, Noon Group Limited, was acquired by Kerry Holdings (UK) Limited, and subsequently the accounting reference date was changed to 31 December to ensure alignment with group policy.

RESULTS AND DIVIDENDS
The profit and loss account for the 9 month period is set out on page 7. The directors do not recommend the payment of a dividend (year ended 31 March 2005: ail).

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Annual Report and the financial statements. The directors have chosen to prepare the accounts for the company in accordance with United Kingdom Generally Accepted Accounting Practice.
Company law requires the directors to prepare financial statements for each financial year, which give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice of the state of affairs of the company and the profit or loss of the company for that year and comply with UK GAAP and the Companies Act 1985. In preparing those financial statements, the directors are required to:
?select suitable accounting policies and then apply them consistently; ?make judgements and estimates that are reasonable and prudent; ?state whether applicable accounting standards have been followed; and ?prepare the financial statements on the going concern basis, unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the fmancial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

DIRECTORS AND THEIR INTERESTS
The present membership of the Board is set out on page 2. The directors who held office during the 9 month period ended 31 December 2005 were as follows:
C R Sharpe J E Brennan J Duffy H Friel D Cregan B Mehigan (resigned 29/07/2005) (resigned 09/05/2005) (appointed 09/05/2005 and resigned 29/07/2005) (appointed 29/07/2005) (appointed 29/07/2005) (appointed 29/07/2005) 3.0
MARSTON VALLEY FOODS LIMITED DIRECTORS' REPORT (CONTINUED)

DIRECTORS AND THEIR INTERESTS (CONTINUED)
As at 31 December 2005 the directors held no interest in the shares or debentures of the company.
According to the register of directors' interests, no rights to subscribe for shares or debentures of the company were granted to or exercised by the directors or their immediate family during the period.
The interests of the current directors of the company in the share capital of Kerry Group plc, the ultimate holding company, at 31 December 2005 are disclosed within the financial statements of that company.

PRINCIPAL RISKS & UNCERTAINITIES
The company faces a number of financial risks including the availability of finance to carry out its objectives, foreign exchange risks, interest rate risks and credit rating risk. In addition risks such as internal control systems failure and IT systems failure could be considered under this heading.

PROVISION OF INFORMATION TO AUDITORS
Each of the persons who is a director at the date of approval of this report confirms that:
?so far as each of the directors is aware, there is no relevant audit information (as defined in the

?each of the directors has taken all the steps that he ought to have taken as a director in order to
company's auditors are aware of that information.

AUDITORS
KPMG LLP resigned as auditors during the period and were replaced by Deloitte & Touche LLP.
A resolution to re-appoint Deloitte & Touche LLP as the company's auditors will be proposed at the forthcoming Annual General Meeting.

Approved by the Board of Directors and signed on its behalf by:

B Mehigan Director
2006-09-29 00:00:00

4.0 MARSTON VALLEY FOODS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED

We have audited the financial statements of Marston Valley Foods Limited for the 9 month period ended 31 December 2005, which comprise the Profit and Loss Account, the Balance Sheet and the related notes 1 to 13. These financial statements have been prepared under the accounting policies set out therein.
This report is made solely to the company's members, as a body, in accordance with section 235 of the Companies Act 1985. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
As described in the statement of directors' responsibilities the company's directors are responsible for the preparation of the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
Our responsibility is to audit the financial statements in accordance with relevant United Kingdom legal and regulatory requirements and International Standards on Auditing (UK and Ireland).
We report to you our opinion as to whether the financial statements give a true and fair view, in accordance with the relevant financial reporting framework, and are properly prepared in accordance with the Companies Act 1985. We report to you whether in our opinion the information given in the directors' report is consistent with the financial statements. We also report to you if, in our opinion, the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and other transactions is not disclosed.
We read the directors' report and the other information contained in the annual report for the above year as described in the contents section and consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the financial statements.
Basis of audit opinion
We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgments made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the company's circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements.

5.0 MARSTON VALLEY FOODS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED (CONTINUED)

Opinion
In our opinion
?the financial statements give a true and fair view, in accordance with United Kingdom Generally Accepted Accounting Practice, of the state of the company's affairs as at 31 December 2005 and of its profit for the 9 month period then ended;
?the fmancial statements have been properly prepared in accordance with the Companies Act 1985; and
?the information given in the directors' report is consistent with the financial statements.

DELOITTE & TOUCHE LLP Chartered Accountants and Registered Auditors Southampton polThdletv).<34

6.0 MARSTON VALLEY FOODS LIMITED
PROFIT AND LOSS ACCOUNT FOR THE 9 MONTH PERIOD ENDED 31 DECEMBER 2005

9 month period ended Year ended 31 December 31 March 2005 2005 Note ?000 ?000
Sheet2 Results for both the current period and preceding financial years are derived from discontinued operations.
All recognised gains and losses have been reflected in the profit and loss account both in the current period and preceding financial years and arise solely from continuing operations and therefore a Statement of Total Recognised Gains and Losses is not presented.

7.0 MARSTON VALLEY FOODS LIMITED

Directors Report 10

Directors' report

The directors present their annual report and the audited financial statements for the nine month period ended 31 March 2004.
Principal activity The principal activity of the company was the manufacturer of food. The company was purchased by WT Holdings Limited during the period and transferred its trade to Noon Products Limited, a fellow subsidiary of WT Holdings Limited. Results and dividends The loss for the year, after taxation, amounted to ?1,628,180 (2003: profit ?1,109,115). The directors do not recommend the payment of a dividend (2003: inn).
Directors and directors' interests The directors who held office during the period were as follows: S S Ahluwalia (resigned 15 August 2003) H Anand (resigned 15 August 2003) D Anderson (resigned 15 August 2003) TB Burton (resigned 15 August 2003) SE Brennan (appointed 15 August 2003) C R Sharpe (appointed 15 August 2003) None of the directors who held office at the end of the financial period had any disclosable interest in the shares of the company. According to the register of directors' interests, no rights to subscribe for shares in or debentures of the company were granted to any of the directors or their immediate families, or exercised by them, during the financial period. The interests and rights to subscribe to the shares and debentures of the ultimate parent company for C R Sharpe and J E Brennan are disclosed in the accounts of WT (Holdings) Limited. Political and charitable contributions The company made no political contributions during the period (2003: End). Donations to UK charities amounted to inn (2003: Mil).
Auditors On 7 January 2005 Ernst & Young resigned as auditor of the company and KPMG LLP was appointed by the directors to fill the casual vacancy. In accordance with Section 385 of the Companies Act 1985, a resolution for the re-appointment of KPMG LLP as auditor of the company is to be proposed at the forthcoming Annual General Meeting. By order of the board

A Martin Secretary

W T House
Welwyn Garden City Hertfordshire AL7 1HT

1.0 Marston Valley Foods Limited Directors' report and financial statements 2004-03-31 00:00:00

Statement of directors' responsibilities

Company law requires the directors to prepare financial statements for each financial period which give a true and fair view of the state of affairs of the company and of the profit or loss for that period. In preparing those financial statements, the directors are required to: ?select suitable accounting policies and then apply them consistently; ?make judgements and estimates that are reasonable and prudent; ?state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; ?prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 1985. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities.

2.0

KPMG LLP Aquis Court 31 Fishpool Street St Albans AL3 4RF United Kingdom

Report of the independent auditors to the members of Marston Valley Foods Limited We have audited the financial statements on pages 4 to 14. This report is made solely to the company's members, as a body, in accordance with section 235 of the Companies Act 1985. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. Respective responsibilities of directors and auditors The directors are responsible for preparing the directors' report and, as described on page 2, the financial statements in accordance with applicable United Kingdom law and accounting standards. Our responsibilities, as independent auditors, are established in the United Kingdom by statute, the Auditing Practices Board and by our profession's ethical guidance. We report to you our opinion as to whether the financial statements give a true and fair view and are properly prepared in accordance with the Companies Act 1985. We also report to you if, in our opinion, the directors' report is not consistent with the financial statements, if the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and transactions with the company is not disclosed. Basis of audit opinion We conducted our audit in accordance with Auditing Standards issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the company's circumstances, consistently applied and adequately disclosed. We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements. Opinion In our opinion the financial statements give a true and fair view of the state of the company's affairs as at 31 March 2004 and of its loss for the period then ended and have been properly prepared in accordance with the Companies Act 1985. kat, ctr KPMG LLP Chartered Accountants Registered Auditor
;ZD -itay ,2,4o3;

3.0 Marston Valley Foods Limited Directors' report and financial statements 2004-03-31 00:00:00

Directors Report 11

DIRECTORS' REPORT

The directors present their report and accounts for the year ended 30 June 2003.
RESULTS AND DIVIDENDS The profit for the year, after taxation, amounted to ?1,109,115 (2002: ?1,566,148) The directors recommend the payment of a dividend of fnil (2002: ?175,000).
PRINCIPAL ACTIVITY The principal activity of the company is that of food manufacturers.
REVIEW OF THE BUSINESS AND FUTURE DEVELOPMENTS The directors are pleased to report an increase in turnover which, after adjusting for exceptional expenses, enabled the company to report an improvement in profits.
DIRECTORS AND THEIR INTERESTS The directors at 30 June 2003 and their interests in the share capital of the company were as follows:
Ordinary shares of LI each 30 June 30 June 2003 2002 No. No. Sheet1 J E Brennan and C Sharpe were both appointed as directors of the company on 15 August 2003.
POST BALANCE SHEET EVENTS On 15 August 2003 the entire issued share capital of the company, including the directors' interests noted above was sold to Noon Group Limited, which then became the controlling party.
AUDITORS A resolution to re-appoint Ernst & Young LLP as the Company's auditor will be put to the forthcoming Annual General Meeting.
On behalf of the Board

A Martin Secretary C) Po, pt,

2004' 2.0
Marston Valley Foods Limited STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE ACCOUNTS

Company law requires the directors to prepare accounts for each financial year which give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that year. In preparing those accounts, the directors are required to:
?select suitable accounting policies and then apply them consistently;
?make judgements and estimates that are reasonable and prudent;
?state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the accounts; and
? prepare the accounts on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the accounts comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

El ERNST &YOUNG 3.0

El ERNST &YOUNG

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MARSTON VALLEY FOODS LIMITED
We have audited the company's financial statements for the year ended 30 June 2003 which comprise the Profit and Loss Account, Statement of Total Recognised Gains and Losses, Balance Sheet, Statement of Cash Flows and the related notes 1 to 19. These financial statements have been prepared on the basis of the accounting policies set out therein.
This report is made solely to the company's members, as a body, in accordance with Section 235 of the Companies Act 1985. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors As described in the Statement of Directors' Responsibilities the company's directors are responsible for the preparation of the financial statements in accordance with applicable United Kingdom law and accounting standards.
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and United Kingdom Auditing Standards.
We report to you our opinion as to whether the financial statements give a true and fair view and are properly prepared in accordance with the Companies Act 1985. We also report to you if, in our opinion, the Directors' Report is not consistent with the financial statements, if the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law regarding directors' remuneration and transactions with the company is not disclosed.
We read the Directors' Report and consider the implications for our report if we become aware of any apparent misstatements within it.
Basis of audit opinion We conducted our audit in accordance with United Kingdom Auditing Standards issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the company's circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial statements.

4.0

M ERNST &YOUNG

Opinion In our opinion the financial statements give a true and fair view of the state of affairs of the company as at 30 June 2003 and of its profit for the year then ended and have been properly prepared in accordance with the Companies Act 1985.

Ernst & Young LL Registered Auditor Cambridge
2005-01-07 00:00:00

5.0 El ERNST &YOUNG Marston Valley Foods Limited

Directors Report 12

DIRECTORS' REPORT

The directors present their report and accounts for the year ended 30 June 2002.
RESULTS AND DIVIDENDS The profit for the year, after taxation, amounted to ?1,566,148 (2001: ?807,044). The directors recommend the payment of a dividend of ?175,000 (2001: ?120,940).
PRINCIPAL ACTIVITY The principal activity of the company is that of food manufacturers.
REVIEW OF THE BUSINESS AND FUTURE DEVELOPMENTS The directors are pleased to report an increase in turnover which enabled the company to report a significant improvement in profits. Due to the faster than expected business growth and to develop the business further, the directors are pursuing the acquisition of a second production facility.
DIRECTORS AND THEIR INTERESTS The directors at 30 June 2002 and their interests in the share capital of the company were as follows:
Ordinary shares of LI each 30 June 30 June 2002 2001 No. No. Sheet2 AUDITORS A resolution to re-appoint Ernst & Young LLP as the Company's auditor will be put to the forthcoming Annual General Meeting.
On behalf of the Board

S S Ahluwalia Secretary
2-10 September 2002

2.0
Marston Valley Foods Limited STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE ACCOUNTS

Company law requires the directors to prepare accounts for each financial year which give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that year. In preparing those accounts, the directors are required to:
select suitable accounting policies and then apply them consistently;
?make judgements and estimates that are reasonable and prudent;
?state whether applicable accounting standards have been followed, subject to any material

?prepare the accounts on the going concern basis unless it is inappropriate to presume that the

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the accounts comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

0 ERNST &YOUNG

I I I I I I I I I I I I I I I I I I I I

El ERNST &YOUNG

INDEPENDENT AUDITORS' REPORT TO MARSTON VALLEY FOODS LIMITED UNDER SECTION 247B OF THE COMPANIES ACT 1985

We have examined the company's abbreviated accounts for the year ended 30 June 2002 which comprise the Profit and Loss Account, Statement of Total Recognised Gains and Losses, Balance Sheet, Statement of Cash Flows and the related notes 1 to 17, which have been prepared in accordance with applicable United Kingdom law, together with the company's financial statements for the year ended 30 June 2002 prepared under section 226 of the Companies Act 1985.
This report is made solely to the company in accordance with Section 247B of the Companies Act 1985. Our audit work has been undertaken so that we might state to the company those matters we are required to state in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors The directors are responsible for preparing the abbreviated accounts in accordance with section 246A of the Companies Act 1985. It is our responsibility to form an independent opinion as to whether the company is entitled to deliver abbreviated accounts prepared in accordance with sections 246A(3) of the Act to the Registrar of Companies and whether the accounts to be delivered are properly prepared in accordance with that provision and to report our opinion to you.
Basis of opinion We have carried out the procedures we consider necessary to confirm, by reference to the financial statements, that the company is entitled to deliver abbreviated accounts and that the abbreviated accounts to be delivered are properly prepared. The scope of our work for the purpose of this report did not include examining or dealing with events after the date of our report on the financial statements.
Opinion In our opinion the company is entitled to deliver abbreviated accounts prepared in accordance with sections 246A(3) of the Companies Act 1985, and the abbreviated accounts are properly prepared in accordance with that provision.

Ernst & Young LLP Registered Auditor Cambridge
2002-10-09 00:00:00

4.0
El ERNST &YOUNG Marston Valley Foods Limited

Directors Report 13

Directors' report

Auditors' report

Directors Report 14

DIRECTORS' REPORT FOR THE PERIOD ENDED 1 JULY 2000

The directors present their report and financial statements for the period ended 1 July 2000.
Principal activities and review of the business The principal activity of the company continued to be that of food manufactures.
The results for the year and the financial position at the year end were considered satisfactory by the directors. The directors expect similar results to continue in the future.
Results and dividends The results for the period are set out on page 4.
The directors recommend payment of an ordinary dividend amounting to ?52,677.
Directors The following directors have held office since 4 July 1999:
S S Ahluwalia H Anand ID Anderson
Directors' interests The directors' beneficial interests in the shares of the company were as stated below: Sheet2 Auditors In accordance with section 385 of the Companies Act 1985, a resolution proposing that Charles Stuart be reappointed as auditors of the company will be put to the Annual General Meeting.

- 1 -
MARSTON VALLEY FOODS LIMITED
DIRECTORS' REPORT (CONTINUED) FOR THE PERIOD ENDED 1 JULY 2000

Directors' responsibilities Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing those financial statements, the directors are required to: -select suitable accounting policies and then apply them consistently; -make judgements and estimates that are reasonable and prudent; -state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
On behalf of the board Director 2000-08-24 00:00:00

S S Ahluwalia
MARSTON VALLEY FOODS LIMITED
AUDITORS' REPORT TO MARSTON VALLEY FOODS LIMITED UNDER SECTION 247B OF THE COMPANIES ACT 1985

We have examined the abbreviated accounts set out on pages 4 to 15, together with the financial statements of the company for the period ended 1 July 2000 prepared under section 226 of the Companies Act 1985.
Respective responsibilities of directors and auditors The directors are responsible for preparing the abbreviated accounts in accordance with section 246A of the Companies Act 1985. It is our responsibility to form an independent opinion as to whether the company is entitled to deliver abbreviated accounts prepared in accordance with section 246A(3) of the Act to the registrar of companies and whether the accounts to be delivered are properly prepared in accordance with that provision and to report our opinion to you.
Basis of opinion We have carried out the procedures we considered necessary to confirm, by reference to the financial statements, that the company is entitled to deliver abbreviated accounts and that the abbreviated accounts to be delivered are properly prepared. The scope of our work for the purpose of this report did not include examining or dealing with events after the date of our report on the financial statements.
Opinion In our opinion the company is entitled to deliver abbreviated accounts prepared in accordance with section 246A(3) of the Companies Act 1985, and the abbreviated accounts on pages 4 to 15 are properly prepared in accordance with that provision.

32-36 Bath Road Hounslow TW3 3EF 2000-08-24 00:00:00 Charles Stuart Chartered Accountants and Registered Auditors
- 3 -
MARSTON VALLEY FOODS LIMITED
ABBREVIATED PROFIT AND LOSS ACCOUNT FOR THE PERIOD ENDED 1 JULY 2000

Period Period ended ended Sheet3

- 4 -

MARSTON VALLEY FOODS LIMITED
ABBREVIATED BALANCE SHEET AS AT 1 JULY 2000
Sheet4

These abbreviated accounts have been prepared in accordance with the special provisions of Part VII of the Companies Act 1985 relating to medium-sized companies.
The financial statements were approved by the Board on 24 August 2000
Le2-0

H Anand S S Ahluwalia Director Director

- 5 -
MARSTON VALLEY FOODS LIMITED
CASH FLOW STATEMENT FOR THE PERIOD ENDED 1 JULY 2000
Sheet5

- 6 -

MARSTON VALLEY FOODS LIMITED
NOTES TO THE CASH FLOW STATEMENT FOR THE PERIOD ENDED 1 JULY 2000
Sheet6 Sheet7

- 7 -

2.0

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 1 JULY 2000

1 Accounting policies
1.1 Accounting convention The financial statements are prepared under the historical cost convention.
1.2 Compliance with accounting standards The financial statements are prepared in accordance with applicable accounting standards.
1.3 Turnover Turnover represents amounts receivable for goods and services net of VAT and trade discounts.
1.4 Research and development Research expenditure is written off to the profit and loss account in the year in which it is incurred. Development expenditure is written off in the same way unless the directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is deferred and amortised over the period during which the company is expected to benefit.
1.5 Tangible fixed assets and depreciation Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:
Plant and machinery - 15% straight line Fixtures, fittings & equipment - 15% and 33% straight line Motor vehicles - 25% straight line
1.6 Leasing and hire purchase commitments Assets obtained under hire purchase contracts and finance leases are capitalised as tangible assets and depreciated over the shorter of the lease term and their useful lives. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.
Rentals payable under operating leases are charged against income on a straight line basis over the lease term.
1.7 Stock and work in progress Stock and work in progress are valued at the lower of cost and net realisable value.
1.8 Deferred taxation Deferred taxation is provided at appropriate rates on all timing differences using the liability method only to the extent that, in the opinion of the directors, there is a reasonable probability that a liability or asset will crystallise in the foreseeable future. Sheet8 - 8 -
MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 1 JULY 2000
Sheet9

The company has estimated losses of ?421,120 (1999- ?845,198) available for carry forward against future trading profits.
Sheet10

- 9 -

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 1 JULY 2000
Sheet11

Included above are assets held under finance leases or hire purchase contracts as follows:
Sheet12

-10-

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 1 JULY 2000
Sheet13

The bank overdraft is secured by a fixed and floating charge over all the assets of the company.

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 1 JULY 2000
Sheet14

- 12 -

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 1 JULY 2000
11 Provisions for liabilities and charges

Directors Report 15

DIRECTORS' REPORT FOR THE PERIOD ENDED 3 JULY 1999
The directors present their report and financial statements for the period ended 3 July 1999. Principal activities and review of the business The principal activity of the company continued to be that of food manufactures. The company was incorporated on 24 March 1998 and commenced to trade on 15 November 1998. The company was engaged in trial runs and had to obtain all certification from the Department of Health and Safety.
The results for the year and the financial position at the year end were considered satisfactory by the directors for a start up business and they expect a healthier growth in the future.
Results and dividends The results for the period are set out on page 4. The directors do not recommend payment of an ordinary dividend. Future developments Year 2000 - We are in the process of assessing the risks to the business in detail. We are considering not only our own systems but also those of our major suppliers and customers. Once our assessment is complete we will develop detailed plans to deal with any such risks as are identified.
Directors The following directors have held office since 24 March 1998:
S S Ahluwalia OS Chana H K Ghana H Anand D Anderson (Appointed 9 July 1998) (Appointed 24 March 1998 and resigned 9 July 1998) (Appointed 24 March 1998 and resigned 9 July 1998) (Appointed 9 July 1998) (Appointed 9 July 1998) Directors' interests The directors' beneficial interests in the shares of the company were as stated below

H Anand S S Ahluwalla D Anderson Ordinary of ?1 each 3 July 1999 24 March 1998 312500.0 312500.0 20000.0 Auditors Charles Stuart were appointed auditors to the company and in accordance with section 385 of the Companies Act 1985, a resolution proposing that they be re-appointed will be put to the Annual General Meeting.

-1-
MARSTON VALLEY FOODS LIMITED
DIRECTORS' REPORT FOR THE PERIOD ENDED 3 JULY 1999

Directors' responsibilities Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing those financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - make judgements and estimates that are reasonable and prudent; - state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 1985. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

By order of the board

S S Ahluwalia Director 1999-09-23 00:00:00

- 2 -
MARSTON VALLEY FOODS LIMITED
AUDITORS REPORT TO MARSTON VALLEY FOODS LIMITED UNDER SECTION 247B OF THE COMPANIES ACT 1985

We have examined the abbreviated accounts set out on pages 4 to 151 together with the financial statements of the company for the period ended 3 July 1999 prepared under section 226 of the Companies Act 1985,
Respective responsibilities of directors and auditors The directors are responsible for preparing the abbreviated accounts in accordance with section 246A of the Companies Act 1985. It is our responsibility to form an independent opinion as to whether the company is entitled to deliver abbreviated accounts prepared in accordance with section 246A(3) of the Act to the registrar of companies and whether the accounts to be delivered are properly prepared in accordance with that provision and to report our opinion to you.
Basis of opinion We have carried out the procedures we considered necessary to confirm, by reference to the financial statements, that the company is entitled to deliver abbreviated accounts and that the abbreviated accounts to be delivered are properly prepared. The scope of our work for the purpose of this report did not include examining or dealing with events after the date of our report on the financial statements.
Opinion In our opinion the company is entitled to deliver abbreviated accounts prepared in accordance with section 246A(3) of the Companies Act 1985, and the abbreviated accounts on pages 4 to 15 are properly prepared in accordance with that provision.

32-36 Bath Road Hounslow Charles Stuart TN3 3EF Chartered Accountants and Registered Auditor

1999-09-23 00:00:00

MARSTON VALLEY FOODS LIMITED
ABBREVIATED PROFIT AND LOSS ACCOUNT FOR THE PERIOD ENDED 3 JULY 1999

Period
Sheet2 MARSTON VALLEY FOODS LIMITED
ABBREVIATED BALANCE SHEET AS AT 3 JULY 1999
Sheet3

These abbreviated accounts have been prepared in accordance with the special provisions of Part VII of the Companies Act 1985 relating to medium-sized companies.
The financial statements were approved by the Board on 23 September 1999 PqAc-c-c-ccm Atew S S Ahluwalia H Anand Director Director MARSTON VALLEY FOODS LIMITED
CASH FLOW STATEMENT FOR THE PERIOD ENDED 3 JULY 1999
Sheet4

- 6 -

MARSTON VALLEY FOODS LIMITED
NOTES TO THE CASH FLOW STATEMENT FOR THE PERIOD ENDED 3 JULY 1999
Sheet5 MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS FOR THE PERIOD ENDED 3 JULY 1999

1 Accounting policies
1.1 Accounting convention The financial statements are prepared under the historical cost convention.
1.2 Compliance with accounting standards The accounts have been prepared in accordance with applicable accounting standards.
1.3 Turnover Turnover represents amounts receivable for goods and services net of VAT and trade discounts.
1.4 Research and development Research expenditure is written off to the profit and loss account in the year in which it is incurred. Development expenditure is written off in the same way unless the directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is deferred and amortised over the period during which the company is expected to benefit.
1.5 Tangible fixed assets and depreciation Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:
Plant and machinery - 15% straight line Fixtures, fittings & equipment - 15% and 25% straight line Motor vehicles - 25% straight line 1.6 Leasing and hire purchase commitments Assets obtained under hire purchase contracts and finance leases are capitalised as tangible assets and depreciated over the shorter of the lease term and their useful lives. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.
Assets obtained under hire purchase contracts and finance leases are capitalised as tangible assets and depreciated over the shorter of the lease term and their useful lives. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.
1.7 Stock and work in progress Stock and work in progress are valued at the lower of cost and net realisable value.
The pension costs charged in the financial statements represent the contributions payable by the company during the period in accordance with SSAP 24. 1.8 Deferred taxation Deferred taxation is provided at appropriate rates on all timing differences using the liability method only to the extent that, in the opinion of the directors, there is a reasonable probability that a liability or asset will crystallise in the foreseeable future.
MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS

2 Operating loss 1999 ? Operating loss is stated after charging: Depreciation of tangible assets Research and development Operating lease rentals Auditors' remuneration
156192.0
82040.0 5200.0

3 Other interest receivable and similar income 1999 ?
Bank interest 9,482

4 Interest payable 1999 ?
On bank loans and overdrafts 18,438 Hire purchase interest 8,567
27005.0

5 Taxation
On the basis of these financial statements no provision has been made for corporation tax.

- 9 -
MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS

Sheet6

Included above are assets held under finance leases or hire purchase contracts as follows:
Sheet7

- 10-

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS

8 Debtors 1999

Trade debtors 276,757 Other debtors 28,725 Prepayments and accrued income 70,626
376108.0 9 Creditors: amounts falling due within one year

Bank loans and overdrafts Net obligations under finance lease and hire purchase contracts Trade creditors Taxes and social security costs Other creditors Accruals and deferred income 1999.0

91082.0
569512.0 42094.0 52885.0 84814.0
927806.0

Bank loan included above 66,667

The bank overdraft is secured by a fixed and floating charge over all the assets of the company.

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS

10 Creditors: amounts falling due after more than one year 1999

Bank loans 333,333 Net obligations under finance leases and hire purchase agreements 164,814
498147.0

Analysis of loans Wholly repayable within five years 400,000
400000.0 Included in current liabilities (66,667)
333333.0

Loan maturity analysis Between one and two years 66,667 Between two and five years 266,666

The loan is secured by a fixed and floating charge over all the assets of the company.
Net obligations under finance leases and hire purchase contracts Repayable within one year 105,701 Repayable between one and five years 176,168
281869.0 Finance charges and interest allocated to future accounting periods (29,636)
252233.0 Included in liabilities falling due within one year (87,419)
164814.0

11 Share capital 1999
Authorised 1,500,000 Ordinary of ?1 each 1,500,000

Allotted, called up and fully paid 1,001,633 Ordinary of ?1 each 1,001,633

-12-

MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS

12 Statement of movements on reserves
Share Profit and premium loss account

Retained loss for the period (391,109) Premium on shares issued during the period 188,316
Balance at 3 July 1999 188,316 (391,109)

13 Reconciliation of movements in shareholders' funds 1999

Loss for the financial period (391,109) Proceeds from issue of shares 1,189,949
Net addition to shareholders' funds 798,840 Opening shareholders' funds
Closing shareholders' funds 798,840

14 Financial commitments
At 3 July 1999 the company had annual commitments under non-cancellable operating leases as follows:
Sheet8

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MARSTON VALLEY FOODS LIMITED
NOTES TO THE ABBREVIATED ACCOUNTS

16 Transactions with directors
The company purchased one motor vehicle each from the directors Mr S S Alhuwalia and Mr H Anand. They were paid ?18,745 and ?17,995 respectively. Both of the transactions were at market value.
During the year fees amounting to ?6,649 were paid to Carson Associates for the services of non-executive director, Mr D Anderson. Mr Anderson has a controlling interest in the business of Carson Associates.
17 Employees
Number of employees The average monthly number of employees (including directors) during the period was: 1999.0

Administration 18 Production 61
79.0

Employment costs

Wages and salaries Social security costs 1020488.0 81441.0
1101929.0