Final Results
Summary by AI BETAClose X
This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
28 August 2026
FIH group plc
("FIH", the "Company" or the "Group")
Final Results
FIH, the AIM quoted international specialist services group with businesses in the Falkland Islands and the UK, is pleased to announce the Group's audited results for the year ended 31 March 2026 ("the period").
Highlights
· The sale and leaseback of Momart's warehouse facilities and the sale of Portsmouth Harbour Ferry Company ("PHFC") were both completed during the year, realising total net cash proceeds before corporation tax of £22.5 million, of which £13.8 million (110 pence per share) has been returned to shareholders. 40 pence per share (£5.0 million) of this was paid after the period.
· Revenue from continuing operations of £37.4 million was £0.8 million ahead of prior year (2025: £36.6 million), with a £4.3 million improvement in the Falkland Islands Company ("FIC") due mainly to FBS, the housing and construction division, being largely offset by a £3.5 million reduction in Momart, reflecting challenging trading conditions.
· Underlying pre-tax loss from continuing operations of £0.3 million (2025: loss of £6.7 million) consisting of a loss of £1.2 million in Momart (2025: £0.7 million profit), which was partly offset by a profit of £0.9 million in FIC (2025: £7.4 million loss).
· Pre-tax loss from continuing operations was £2.9 million (2025: £7.2 million loss) including non-trading items.
· Group cash and cash equivalents of £17.8 million (2025: £7.8 million) following disposals and return to shareholders as noted above.
· Basic loss per share from continuing operations of 17.8p (2025: basic loss per share of 43.2p).
· A final dividend of 5.5 pence per share will be proposed at the forthcoming Annual General Meeting, taking the total regular dividend for the year to 6.75 pence per share (2025: 6.75 pence per share).
· Subsequent to the year end, the Company announced that it had exchanged conditional contracts for the sale of the entire issued share capital of Momart International Limited for a cash consideration of £7.6 million, with completion targeted for 30 September 2026.
Stuart Munro, Chief Executive, said:
"It has been another challenging year for all divisions of FIC, particularly for FBS and Retail. However, good progress has been made on the contract to build 70 Houses for the Falkland Islands Government and the Ministry of Defence, which is on course for completion in the first half of the next financial year. In Retail, the focus is on delivering a more relevant range of products, together with process and procurement efficiencies, as well as improving customer engagement. FIC management are also working on a programme of improvement across all other areas of the business.
Trading conditions for Momart remain challenging, but a substantial cost base reduction during the year, together with a continued focus on client relationships and process efficiency should enable the business to continue to deliver a quality service at a competitive price. Notwithstanding this, the Board believes that the consideration for the proposed disposal of Momart provides fair shareholder value, given the current challenging market conditions in which it operates, and recent trading performance.
The sale and lease back of the warehouse facilities used by Momart and the sale of PHFC both delivered substantial value to shareholders during the year. These transactions, together with the proposed sale of Momart, all came out of the ongoing strategic options review, and the Group continues to evaluate further opportunities to maximise shareholder value."
Enquiries:
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The person responsible for arranging the release of this announcement on behalf of the Company is Stuart Munro Chief Executive Officer of the Company.
Chairman's Statement 2026
A challenging year but substantial value has been delivered to shareholders through a strategy of divestments and capital returns.
The year ended 31 March 2026 has been one of strategic activity for the Group. Whilst trading conditions remained challenging for the Falkland Islands Company ("FIC") and Momart, the period was marked by decisive portfolio management which has delivered substantial value to shareholders.
The sale and leaseback of Momart's warehousing facilities in Leyton completed in September 2025, generated proceeds of £22.65 million and a pre-tax profit of £3.4 million and enabled the repayment of the £11 million mortgage secured on the property.
The sale of The Portsmouth Harbour Ferry Company ("PHFC") completed on 28 February 2026, delivering net proceeds of £10.7 million after transaction costs and a pre-tax profit of £7.5 million.
Subsequent to the year end, the Company announced that it had entered into a conditional contract to sell Momart for a cash consideration of £7.6 million. The disposal is conditional on approval by shareholders at a general meeting convened for 28 August 2026 and completion is targeted for 30 September 2026. The Board believes the consideration for the disposal delivers fair shareholder value and that Momart and its stakeholders will benefit from becoming part of a larger group with deep experience in the art logistics sector.
These transactions represent significant progress in the Board's commitment to maximising shareholder value.
I would like to thank the Board, our leadership teams, and our employees across the Group for their continued commitment and effort.
Dividends
A special dividend of 70 pence per share was paid on 31 October 2025 following the completion of the Leyton property disposal and a further special interim dividend of 40 pence per share was paid on 14 July 2026 after the successful completion of the sale of PHFC. This brought the total return to shareholders in respect of these disposals to 110 pence per share, amounting to approximately £13.8 million in aggregate.
A final dividend of 5.5 pence per share will be proposed at the forthcoming Annual General Meeting, reflecting the Board's view of the underlying position of the continuing Group. This will maintain the total regular dividend for the year ended 31 March 2026 at 6.75 pence per share (2025: 6.75 pence per share).
Board and Governance
There have been no changes to the composition of the Board during the year. The Board remains fully engaged and committed to ensuring strong governance and strategic oversight as the Group evolves its structure and focuses on its remaining businesses.
Outlook and strategy
The Board's focus in the year ahead will be on supporting the continuing businesses in delivering improved operational and financial performance, whilst continuing to evaluate all options available to create further long-term value for shareholders.
Nick Henry
Non-executive Chairman
27 August 2026
Strategic Report
Overview
The sale of Portsmouth Harbour Ferry Company and the sale and leaseback of the warehouse facilities of Momart, which were both completed during the year, were significant elements of the ongoing strategic options review the Group is pursuing to maximise shareholder value. These transactions realised total net cash proceeds before corporation tax of £22.5 million, of which £13.8 million (110 pence per share) has been returned to shareholders.
Revenue of £37.4 million for the continuing businesses was £0.8 million higher than the prior year, with a £4.3 million improvement in FIC due mainly to FBS, the housing and construction division, being largely offset by a £3.5 million reduction in Momart, reflecting challenging trading conditions.
The underlying loss before tax of £0.3 million (2025: £6.7 million loss) consisted of a loss of £1.2 million in Momart (2025: £0.7 million profit), which was partly offset by a profit of £0.9 million in FIC (2025: £7.4 million loss).
Net cash outflow from continuing operating activities was £0.3 million (2025: £3.2 million inflow). This reduction was mainly due to the unwinding of working capital in FIC as the contract to build 70 houses ("the 70 House Contract") for the Falkland Islands Government ("FIG") and the UK Ministry of Defence ("MOD") progressed, combined with the impact of the payment of external third party rent after the sale and leaseback of the Momart warehouses.
Group Trading Results for the Year Ended 31 March 2026
A summary of the trading performance of the Group is given in the table below.
|
Continuing operations |
|
|
|
|
Group revenue |
2026 |
2025 |
Change |
|
Falkland Islands Company |
21.3 |
17.0 |
4.3 |
|
Momart |
16.1 |
19.6 |
(3.5) |
|
Total revenue |
37.4 |
36.6 |
0.8 |
|
Group underlying pre-tax profit / (loss) * |
|
|
|
|
Falkland Islands Company** |
0.9 |
(7.4) |
8.3 |
|
Momart** |
(1.2) |
0.7 |
(1.9) |
|
Total underlying loss before tax* |
(0.3) |
(6.7) |
6.4 |
|
Non-trading items (see notes below) *** |
(2.6) |
(0.5) |
(2.1) |
|
Reported loss before tax |
(2.9) |
(7.2) |
4.3 |
* Profits/(Losses) reported for each company are stated after allocation of head office and plc costs which have been applied to each subsidiary consistently.
** (Losses) / profits reported for each operating company are stated after allocation of head office and plc costs which have been applied to each subsidiary consistently.
*** Non-trading items were comprised of the following:
- £0.5m people-related costs in FIC and Momart for which management consider separate presentation is appropriate (2025: £0.2m).
- Gain on sale of Leyton (£0.2m) with no equivalent in previous year.
- Impairment of Momart goodwill (£2.1m) (2025: none).
- £0.2m adverse fair value movements on derivative financial instruments (2025: £0.2 million adverse).
Group Operating Company Performance
Falkland Islands Company ("FIC")
Revenue of £21.3 million was £4.3 million above the prior year, with the majority of the improvement (£4.2 million) arising in FBS, FIC's housing and construction division. Falklands 4x4 and Property rental also improved by £0.8 million and £0.1 million respectively, but these were largely offset by a £0.8 million reduction in Retail.
The improvement in FBS reflected progress on the 70 House Contract for FIG and the MOD. This included the resolution of the lack of power on the site at the MOD Mount Pleasant Complex which facilitated improved operational delivery, and a commercial settlement in relation to the disruption caused by its previous absence.
The improvement in Falklands 4x4 was mainly due to increased vehicle sales, reflecting the actions taken in the second half of the prior year to secure the sourcing of higher quality used vehicles from a reliable supply partner at a price point that is attractive to the local market.
The reduction in Retail arose across all areas of the division reflecting ongoing inflationary pressures as well as product shortages due to global logistics issues affecting the delivery of stock to the Falkland Islands.
Underlying profit before tax increased to £0.9 million (2025: £7.4 million loss). The majority of the improvement over the prior year arose in FBS due mainly to the in-year progress on the 70 House Contract noted above, combined with the impact of the substantial profit reduction recognised on this contract in the prior year.
The reported profit before tax was £0.8 million (2025: £7.5 million loss).
|
FIC Operating Results |
2026 |
2025 |
Change |
|
Revenues |
|
|
|
|
FBS (housing and construction) |
4.1 |
(0.1) |
4.2 |
|
Retail |
9.3 |
10.1 |
(0.8) |
|
Falklands 4x4 |
3.5 |
2.7 |
0.8 |
|
Support services |
3.3 |
3.3 |
- |
|
Property rental |
1.1 |
1.0 |
0.1 |
|
Total FIC revenue |
21.3 |
17.0 |
4.3 |
|
FIC underlying operating profit / (loss) |
0.9 |
(7.3) |
8.2 |
|
Net interest expense |
- |
(0.1) |
0.1 |
|
FIC underlying profit / (loss) before tax |
0.9 |
(7.4) |
8.3 |
|
FIC underlying operating profit / (loss) margin |
4% |
(43%) |
47% |
|
FIC reported profit / (loss) before tax |
0.8 |
(7.5) |
8.3 |
FIC Key Performance Indicators and Operational Drivers
|
Year ended 31 March |
2022 |
2023 |
2024 |
2025 |
2026 |
|
Staff numbers (FTE 31 March) |
232 |
242 |
238 |
212 |
208 |
|
Capital expenditure £'000 |
2,434 |
1,206 |
1,337 |
563 |
498 |
|
Retail sales growth % |
(0.1) |
2.1 |
8.1 |
(5.6) |
(8.0) |
|
Number of FIC rental properties* |
83 |
85 |
88 |
92 |
92 |
|
Average occupancy during the year % |
86 |
90 |
90 |
92 |
92 |
|
Number of vehicles sold |
81 |
82 |
61 |
45 |
59 |
|
Number of 3rd party houses sold** |
11 |
14 |
1 |
1 |
2 |
|
Illex squid catch in tonnes (000's) |
123.8 |
66.8 |
112.3 |
88.9 |
72.2 |
|
Cruise ship passengers (000's) |
Nil |
73.4 |
73.2 |
71.4 |
73.0 |
* Includes ten mobile homes rented to staff.
** Relates to kit home sales to third parties and excludes houses built under contract for Falkland Island Government.
Momart
Continuing global economic uncertainty resulted in another challenging year for the fine art market with a consequent adverse impact on Momart's sales activity. This was exacerbated at the end of the year by the war in the Middle East, which had previously been a growing fine art region. In addition, cost pressures squeezed operators in an increasingly price sensitive environment.
Within the Museum Exhibitions sector, many major institutions experienced reduced visitor numbers and revenues, as well as increased costs. Exhibition schedules were therefore curtailed in terms of size and scope, with a knock-on effect on trading.
Gallery Services suffered from reduced client activity, partly due to some gallery clients choosing not to attend major international art fairs. In addition, changes in personnel at a number of auction houses, together with revised approaches to their operations and fee structure, also led to reduced activity.
Storage demand continued to be strong with the warehouse fill rate increasing to 98%. A number of shorter-term external options for additional storage have been secured for use when required.
In response to the market challenges, Momart restructured the business during the course of the year, saving over £1 million of salary costs on an annualised basis. Coupled with a continued focus on operational process improvements, as well as on customer engagement and satisfaction, the business is well placed to deliver its high-quality service at a competitive price and to capitalise on any increased market activity.
Momart Operating results
|
Year ended 31 March |
2026 |
2025 |
Change |
|
Revenues |
|
|
|
|
Museum Exhibitions |
7.2 |
9.6 |
(2.4) |
|
Gallery Services |
5.9 |
7.1 |
(1.2) |
|
Storage |
3.0 |
2.9 |
0.1 |
|
Total Momart revenue |
16.1 |
19.6 |
(3.5) |
|
Momart underlying operating (loss) / profit |
(0.6) |
1.1 |
(1.7) |
|
Net Interest expense |
(0.6) |
(0.4) |
(0.2) |
|
Momart underlying (loss) / profit before tax |
(1.2) |
0.7 |
(1.9) |
|
Momart underlying operating (loss) / profit margin |
(3.7%) |
5.6% |
(9.3%) |
|
Momart reported (loss) / profit before tax |
(1.6) |
0.6 |
(2.2) |
Momart Key Performance Indicators
|
Year ended 31 March |
2022 |
2023 |
2024 |
2025 |
2026 |
|
Staff numbers (FTE 31 March) |
99 |
110 |
129 |
127 |
117 |
|
Capital expenditure £'000 |
258 |
573 |
769 |
849 |
175 |
|
Warehouse % fill vs capacity |
84.0% |
86.4% |
85.2% |
85.8% |
98.0% |
|
Momart services charged out £'m |
9.1 |
10.8 |
11.7 |
11.9 |
10.8 |
|
Revenue from overseas clients £'m |
5.5 |
6.7 |
7.2 |
7.0 |
5.8 |
|
Exhibition sales growth % |
64.4 |
28.4 |
(4.2) |
5.5 |
(25.0) |
|
Gallery Services sales growth % |
70.6 |
25.9 |
1.4 |
(4.1) |
(17.0) |
|
Storage sales growth % |
0.0 |
12.5 |
3.7 |
3.6 |
3.2 |
|
Total sales growth % |
51.5 |
25.0 |
(1.5) |
1.6 |
(17.5) |
Portsmouth Harbour Ferry Company ("PHFC") - Discontinued Operations
The sale of the PHFC division completed on 28 February 2026 for a cash consideration of £11.6 million. As a result, the operations of PHFC have been classified as discontinued operations in accordance with IFRS 5. The results of the discontinued operations are summarised below:
PHFC passenger numbers and trading were both broadly in line with the prior year for the period prior to disposal.
PHFC Operating results
|
Period ended 31 March |
2026 |
2025 |
Change |
|
Revenues |
|
|
|
|
Ferry fares |
3.9 |
4.2 |
(0.3) |
|
Other revenue |
0.1 |
0.1 |
- |
|
Total PHFC revenue |
4.0 |
4.3 |
(0.3) |
|
PHFC underlying operating profit |
0.8 |
0.7 |
0.1 |
|
Pontoon lease liability & Boat loan finance expense |
(0.2) |
(0.2) |
- |
|
PHFC underlying profit before tax |
0.6 |
0.5 |
0.1 |
|
PHFC reported profit before tax |
0.6 |
0.5 |
0.1 |
Trading Outlook
It has been another challenging year across all divisions of FIC, particularly for FBS and Retail.
In FBS, good progress has been made on the contract to build 70 Houses for FIG and the MOD, with all 30 houses for FIG handed over and the remaining 14 of the 40 houses for MOD on course for completion in the first half of next financial year. Workload remains a key issue for FBS and management are mindful of the cost base and the need to flex with demand.
In Retail, the focus is on delivering a more relevant range of products and improving customer engagement, as well as delivering process and procurement efficiencies.
Demand for accommodation in the Falkland Islands remains strong and FIC continues to explore options to develop its land assets, particularly the expansion of the existing rental portfolio.
More generally, the FIC management team is focused on delivering a programme of improvement across all areas of the business and to maximising opportunities for growth.
At Momart, trading conditions remain challenging, but are being mitigated by a continued focus on client relationships and business development, as well as on process efficiency. The cost base was substantially reduced during the year, which should enable the business to deliver its high-quality service at a competitive price, whilst retaining the ability to capitalise on any increased market activity.
Group Strategy
The Board's stated strategy is to build a Group of greater scale, providing consistent earnings growth and cash generation that will provide shareholders with both predictable capital growth and regular dividend income. To do so, there are three strands to the strategy; build profits of the existing businesses, invest in developing existing businesses and explore potential for strategic acquisitions.
Focus continues to be directed on addressing issues and building up profits within existing businesses, as well as to investing in them to allow them to develop further and to maximise opportunities that present themselves.
The sale and lease back of the warehouse facilities used by Momart and the sale of PHFC during the year, together with the proposed sale of Momart, all came out of the ongoing strategic options review, and the Group continues to evaluate further opportunities to maximise shareholder value. In the meantime, strategic acquisitions are not currently a primary focus for the Board.
Risk Management, Principal Risks and Impact
The Board is ultimately responsible for setting the Group's risk appetite and for overseeing the effective management of risk. The Group faces a diverse range of risks and uncertainties which could have an adverse effect on results if not managed. The principal risks facing the Group have been identified by the Board and the mitigating actions agreed with senior management and are discussed in the following table:
|
Risk |
Comment |
Overall Impact |
|
OPERATIONAL RISKS |
||
|
HEALTH AND SAFETY The Group is required to comply with laws and regulation governing occupational health and safety matters. Furthermore, accidents could happen which might result in injury to an individual, claims against the Group and damage to our reputation. |
Health & Safety ("HSE") matters are considered a key priority for the Board of FIH and all its operating companies. Comprehensive reviews and updates of health & safety policies and procedures have been implemented in Momart with extensive external support from various experts in the operations of the business. These will be monitored and updated regularly. |
Medium - increased |
|
COMPETITION RISK FIC is considered by the senior management to be a market leader in a number of business activities but faces competition from local entrepreneurs in many sectors in which it operates. Momart sits in a highly competitive market, with both UK and international competitors investing for growth. |
Local competition is healthy for FIC and stimulates continuing business improvement. The current global economic uncertainty presents a challenge, but a focus on |
High - unchanged
Moderate - unchanged |
|
CYBER RISK Cybersecurity risks and threats encompass a range of malicious activities which could result in compromising data integrity, confidentiality, and availability, with significant implications for employees, customers and our business operations. |
There is ongoing levels of sophistication, scale and volume of targeted cyber incidents which could impact the group trading and potential loss of assets |
Moderate - unchanged |
|
COMPLIANCE |
||
|
Failure to comply with the frequently changing regulatory environment could result in reputational damage or financial penalty. |
The regulatory environment continues to become increasingly complex. The Group uses specialist advisers to help evolve appropriate policies and practices. Close monitoring of regulatory and legislations changes is maintained to ensure our policies and practices continue to comply with relevant legislation. Staff training is provided where required. |
Low - unchanged |
|
POLITICAL RISKS |
||
|
Historically, Argentina has maintained a claim to the Falkland Islands and this dispute has never been officially resolved. |
Relations between the UK and Argentina continue to be strained. However, the security afforded by the UK Government's commitment to the Islands upholds the freedom and livelihood of the people of the Falkland Islands and thereby of FIC. Provided UK Government support is maintained, the security of the people of the Falkland Islands is judged to at low risk |
Low - unchanged |
|
ECONOMIC CONDITIONS |
||
|
|
Continued focus on cost efficiency. Customer and supplier contracts structured to limit or pass on inflation |
Moderate - unchanged |
|
FOREIGN CURRENCY AND EXCHANGE RATE RISK |
||
|
Momart is exposed to foreign currency risk arising from trading and other payables denominated in foreign currencies. FIC retail outlets accept foreign currency and are exposed to fluctuations in the value of the dollar and the euro. |
Forward exchange contracts are used to mitigate this risk, with exchange rate fixed for all significant contracts with higher exposure to the risk. |
Low - unchanged |
|
INVENTORY |
||
|
Inventory risk relates to losses on realising the carrying value on ultimate sale. Losses include obsolescence, shrinkage or changes in market demand such that products are only saleable at prices that produce a loss. FIC is the only Group business that holds significant inventories and faces this risk in the Falkland Islands, where it is very expensive to return excess or obsolete stock back to the UK. |
Reviews of old and slow-moving stock in FIC are regularly undertaken by senior management and appropriate action taken. |
Moderate - unchanged |
|
PEOPLE |
||
|
Loss of one or more key members of the senior management team or failure to attract and retain experienced and skilled people at all levels across the business could have an adverse impact on the business. |
Impact on the business increasing but a worldwide approach to recruitment and use of interim management is partially mitigating the risk. |
High - unchanged |
|
FIC relies on being able to attract staff from overseas. Economic conditions in areas such as Southern Africa and the Philippines impact the attractiveness of the Falklands as a work location, and influences the availability of available staff. |
The company has expanded the geographical area from which it seeks external staff to cover both Africa and Asia in addition to St Helena, a location previously identified as having available staff. |
Low - unchanged |
Financial Review
Overview
The Group completed the divestment of PHFC and its subsidiaries on 28 February 2026. The results of that business have been classified as discontinued operations with comparatives restated accordingly.
Revenue
Group revenue of £37.4 million from continuing operations was £0.8 million ahead of the prior year as recovery of trading performance in FIC was mostly offset by a challenging market in Momart. The progress in FIC was in FBS after the client's provision of temporary power enabled acceleration of the remaining phases of the 70 House Contract.
Operating Loss
The underlying operating profit from continuing operations was £0.3 million (2025: £6.3 million loss), with a profit of £0.9 million in FIC, reflecting improvements in the 70 House Contract noted above, offset by a loss of £0.6 million in Momart.
Non-trading items in the year included the impairment of Momart goodwill of £2.1million and people-related restructure costs of £0.5 million partially offset by profit on the sale and leaseback of Leyton warehouse of £0.2m. As a consequence, the operating loss from continuing operations was £2.1 million (2025: £6.5 million loss).
Net Finance Expense
The Group's net finance expense from continuing operations of £0.8 million was broadly in line with the prior year.
Taxation
Trading losses in the year resulted in a tax credit of £0.6 million and £1.8 million in the previous year.
Earnings per Share
Basic and diluted earnings per share ("EPS") derived from all operations was 45.4 pence per share (2025: negative 41.0 pence per share.
Balance Sheet
The Group's net assets at £34.1 million are £3.8 million down from the prior year with dividend payments of £9.6 million offsetting the profit for the year of £5.7 million.
|
Net Debt |
2026 |
2025 |
Change |
|
Bank loans |
(0.1) |
(11.3) |
11.2 |
|
Cash and cash equivalents |
17.8 |
7.8 |
10.0 |
|
Net debt |
17.7 |
(3.5) |
21.2 |
|
Lease liabilities |
(18.4) |
(5.4) |
(13.0) |
|
Net debt after lease liabilities |
(0.7) |
(8.9) |
8.2 |
Bank loans reduced to £0.1m largely as a result of the repayment of the £11 million mortgage on the Leyton property following its sale.
Cash and cash equivalents increased to £17.8 million as a result of the net proceeds from the sale and leaseback of Leyton and the divestment of PHFC of £11.0 million and £10.7 million respectively, partly offset by dividend payments of £9.6 million, repayments of lease liabilities of £1.4 million and capital expenditure of £0.6 million.
Consequently, net cash before lease liabilities increased to £17.7 million (2025: £3.5 million net debt).
The increase in lease liabilities is mainly due to the recognition of the lease on the Leyton property following its sale and leaseback, which was partly offset by the removal of lease balances in PHFC following its divestment.
The net book value of the investment properties and undeveloped land of £7.3 million (2025: £7.5 million) had a fair value of £14.2 million (2025: £13.3 million).
The Group's defined benefit pension liability was marginally down due to pension payments partially offset by finance costs and re-measurement of the pension liability.
Cash Flows
|
Year ended 31 March |
2026 |
2025 |
Change |
|
Underlying loss before tax |
(0.3) |
(6.7) |
6.4 |
|
Depreciation & amortisation |
2.7 |
2.2 |
0.5 |
|
Gain on disposal of fixed asset |
- |
- |
- |
|
Net interest payable |
0.6 |
0.4 |
0.2 |
|
Underlying EBITDA* |
3.0 |
(4.1) |
7.1 |
|
Non-trading, cash items |
(0.5) |
(0.2) |
(0.3) |
|
(Increase) / Decrease in hire |
(0.1) |
0.2 |
(0.3) |
|
(Increase) / Decrease in working |
(2.6) |
8.0 |
(10.6) |
|
Tax paid and other |
(0.1) |
(0.8) |
0.7 |
|
Net cash inflow from operating |
(0.3) |
3.1 |
(3.4) |
|
Discontinued operations |
1.3 |
0.9 |
0.4 |
|
Financing and investing |
|
|
|
|
Capital Expenditure |
(0.7) |
(1.4) |
0.7 |
|
Proceeds from sale of assets |
31.3 |
- |
31.3 |
|
Net bank and lease liability |
(0.6) |
(0.4) |
(0.2) |
|
Net bank and lease liability |
(1.1) |
(0.5) |
(0.6) |
|
Dividends paid |
(9.6) |
(2.1) |
(7.5) |
|
Bank loan repayment |
(11.1) |
(0.7) |
(10.4) |
|
Liquidation of swap |
1.0 |
- |
1.0 |
|
Net cash inflow from financing |
9.2 |
(5.1) |
14.3 |
|
Net cash outflow from |
(0.2) |
(0.8) |
0.6 |
|
Net cash inflow / (outflow) |
10.0 |
(1.9) |
11.9 |
|
Cash balance b/fwd |
7.8 |
9.7 |
(1.9) |
|
Cash balance c/fwd |
17.8 |
7.8 |
10.0 |
* EBITDA is defined as earnings before interest and tax after adding depreciation and amortisation.
Financing and Investing Activities
Net cash outflow from operating activities of £0.3 million was £3.4 million below the prior year due mainly to a £10.6 million adverse movement in working capital which was partly offset by a £7.1 million improvement in EBITDA.
The movements in EBITDA are due to the same reasons as noted above for the underlying operating loss.
The £10.6 million working capital movement arose in the previous year on the contract to construct 70 houses for FIG and MOD in FIC. This was due to higher level of cash applications received compared to the revenue recognised on the contract, which excluded any potential benefit of contract claims due to power-related disruption.
Net cash inflow from financing and investing activities was £9.2 million which was mainly due to the following non-trading items:
- Divestment of PHFC £10.7 million
- Sale and leaseback of Leyton £21.7 million
- Repayment of bank loans (£11.1 million)
- Dividend payments (£9.6 million)
The mortgage on the Leyton warehousing facilities property was repaid after its sale and leaseback. The related interest rate swap used to hedge the loan was liquidated at the same time realising proceeds of £1.0 million.
Statement by the Directors under Section 172(1) Companies Act 2006
As a Board, we are committed to acting responsibly and in good faith in the best interests of FIH group plc and its members as a whole. In respect of the year ended 31 March 2026, the Directors confirm that they have complied with their duty under section 172(1) of the Companies Act 2006 to promote the success of the Company, having regard in doing so to:
a) the likely consequences of any decision in the long term;
b) the interests of the Company's employees;
c) the need to foster the Company's business relationship with suppliers, customers and others;
d) the impact of the Company's operations on the community and environment;
e) the desirability of the Company maintaining a reputation for high standards of business conduct; and
f) the need to act fairly as between members of the Company.
The Board is collectively responsible for the strategic, operational and risk management decisions taken during the year, and further detail on how these have been implemented throughout the business is set out in this Strategic Report.
Stakeholder Engagement
The directors engage with the Group's stakeholders on material issues relating to their business, taking into consideration current and future events and principal decisions. The engagement supports the directors in understanding the impact of their decisions and identifying any material issues. The details of the Group's interaction with its wider stakeholders are as follows:
Customers:
FIC demonstrates its customer focus through regular engagement with key customers to understand their requirements and to build long-term relationships. During the financial year ended 31 March 2026, FIC management met with the Governor of the Falkland Islands, the Chief Executive of FIG, the Commander British Forces South Atlantic, elected Members of the Legislative Authority and senior management of Navitas Petroleum. FIC also engages with the broader business community through its representation on the Board of the Chamber of Commerce.
Momart maintains strong, collaborative relationships with its clients and actively engages with them to understand their specific needs and preferences, ensuring the delivery of tailored fine art logistics solutions. Additionally, Momart hosts client events to share their specialist knowledge, attends global conferences to interact with clients and industry colleagues, and participates in industry forums and working groups to stay abreast of best practices and innovations.
Colleagues:
We have an experienced, diverse and dedicated workforce which we recognise is a key asset of our businesses. Therefore, it is important that we continue to create the right environment to encourage and create opportunities for individuals and teams to realise their full potential.
The health, safety, and wellbeing of our employees are of utmost importance. FIC has recently passed the annual Surveillance Audit relating to ISO 9001:2015 (Quality Management) , ISO 140001:2015 (Environmental Management) and ISO 45001:2018 (Occupational Health and Safety Management accreditation for FBS, its construction division.
Momart conducts quarterly updates with all employees to share business news, project successes and team updates. Employees are represented on the Health and Safety Committee that meets monthly, and are actively encouraged to raise queries or issues. Momart also offers confidential routes to raise queries, complaints or suggestions.
We have an open, collaborative and inclusive management structure and engage regularly with our employees. The directors meet with the management teams of the businesses throughout the year to work together on strategy and policies to ensure companywide engagement.
Suppliers:
The Board acknowledges that a strong business relationship with suppliers is a vital part of growth. Across the Group, we aim to build long-term relationships with our suppliers that help ensure the continued delivery of the high-quality services the Group provides. We are clear about our payment practices. We expect our suppliers to adopt similar practices throughout their supply chains to ensure fair and prompt treatment of all creditors. All suppliers are vetted to ensure compliance with the Group's zero tolerance approach to modern slavery.
The Board supports ethical business behaviour and encourages management to seek comparable business practices from all suppliers doing business with the Company.
Communities:
We are committed to supporting and ensuring a positive impact on the communities in which we operate, including local businesses, residents and the wider public.
Momart is an active and founding member of several art communities and its employees give talks at conferences, sharing their experiences on the import and export of artwork. Following a poll of all staff, Momart supports Haven House, a local children's hospice, raising money through events such as bake sales and sponsored activities.
In the Falkland Islands, FIC engages with the local communities through donations and providing employment and work experience opportunities. In the financial year ending 31 March 2026 FIC established a Community Engagement Team comprising members of staff and management to increase the level of interaction with the community.
Environment:
The Group is committed to doing its part to protect the local and global environment, minimising the environmental impacts of its activities, products and services, and to the continual improvement of its environmental performance.
Steps already taken include:
FIC
• Use of ground heat source systems on new housing developments and fitting solar panels.
• Elimination of plastic bags from all retail outlets and use of paper cups, straws, and other recyclable packaging in the FIC cafes wherever possible.
• LED lighting in offices, warehouses and retail outlets.
• Utilisation of best practice insulation methods for building construction and renovation.
Momart
• An accredited member of the Galleries Climate Coalition, one of only two Fine Art Shippers to have attained this level.
• Engaged a specialist consultancy to analyse all current impacts and further develop the existing overall environmental strategy.
• Conversion of vehicles to meet the Euro 6 emissions standard.
• LED lighting and movement sensors across all warehouse units.
• Renewable energy from solar panels installed at the Leyton warehouse unit 14.
• Sourcing of materials for packing cases from sustainable sources wherever possible.
• Wood waste repurposed or burnt for energy rather than going to landfill.
Governments and Regulatory Authorities
FIC's work brings us into regular contact with the MOD, FIG and local authorities, as we deliver construction projects, repairs and other work. We strive to be proactive and transparent, consulting with them to ensure that our planning reflects local sensitivities.
The Momart Business Process and Compliance Manager attends industry forums, such as Logistics UK, discussing developments in the industry with the forum and any attending HMRC officers. The Momart Security Manager liaises with the Civil Aviation Authority to ensure that Momart's security procedures and staff training remain compliant.
Non-governmental Organisations:
Momart is a member of the UK Registrars' Group, which is a non-profit association providing a forum for the exchange of ideas and expertise between registrars, collection managers and other museum professionals in the United Kingdom, Europe and worldwide.
Momart is a founding member of ARTIM, "The Art Transporter International Meeting" and attends the annual conference to discuss the best practices and the key business issues concerning the packing, transportation and movement of works of art.
Momart representatives attend the UK Registrars' Group conference and the European Registrars' Group conference and speak on issues such as customs procedures, Brexit, or specialised export licences, such as the "Convention on International Trade in Endangered Species of Wild Fauna and Flora", and includes the import and export of items made out of ivory, rosewood, tortoiseshell, ebony and mahogany.
With over 50 years of experience and expertise in handling, transportation and storage of art, Momart has held a Royal Warrant for work with the Royal Collection since 1993.
Momart has been an Active Member of the Galleries Climate Coalition for the past two years - this is an industry wide body working to improve and drive sustainability across the art world, and Momart has been accredited based on its on-going work in this area
Shareholders and Analysts:
The Board places equal importance on all shareholders and recognises the significance of transparent and effective communications with them. The Company values the views of its shareholders, and the directors are keen to engage and work with them so that they are aligned with the strategy for the growth of the business.
As an AIM quoted company, there is a need to provide fair and balanced information in a way that is understandable to all stakeholders and, particularly, our shareholders. The primary communication tool with shareholders is through the Regulatory News Service ("RNS") on regulatory matters and matters of material substance. The Company's website provides details of the business, investor presentations, details of the Board and Board Committees, changes to major shareholder information and Quoted Companies Alliance Corporate Governance Code disclosures under AIM Rule 26. Changes are published promptly on the website to enable shareholders to be kept abreast of the Company's affairs. The Company's Annual Report and Notice of Annual General Meetings (AGM) are available to all shareholders. The Interim Report and other investor presentations are also available on the Company's website.
Strategic Report
The AGM is an annual opportunity for shareholders and analysts to meet the Board face-to-face and receive an update on the business. There is full transparency of the voting on the resolutions at the AGM, with the Company disclosing the proxy votes received on each resolution in the RNS released shortly after the AGM.
Beyond the Annual General Meeting, the Chief Executive, Chief Financial Officer and the Chairman offer to meet with all significant shareholders after the release of the half year and full year results. The Chief Executive, Chief Financial Officer and the Chairman are the primary points of contact and are available to answer queries over the phone or via email from shareholders throughout the year.
Debt Providers:
The Group has several debt facilities provided by HSBC, who are kept fully informed on all relevant areas of the business, through regular meetings and presentations. The relationship with HSBC dates back to the Company's incorporation in 1997.
Maintaining High Standards of Business Conduct
FIH is incorporated in the UK and governed by the Companies Act 2006. The Board guides management and the employees to conform with relevant statutory and regulatory provisions in the United Kingdom and the Falkland Islands.
The Company has adopted the Quoted Companies Alliance Corporate Governance Code 2023 which the Board believes is the most appropriate corporate governance code for FIH and has set out an explanation in the Corporate Governance Statement of how it complies with its principles. The Board recognises the importance of maintaining a good level of corporate governance, which together with the requirement to comply with the AIM Rules ensures that the interests of the Company's stakeholders are safeguarded.
The Group is committed to maintaining the highest standards of ethics and integrity in conducting its business. It is committed to operating legally, honestly, and fairly across all the businesses within the Group and requires all employees to carry out their duties in accordance with these principles.
The Group has a zero-tolerance attitude to bribery, fraud, dishonesty, illegal or improper activity amongst its employees, partners, subcontractors, or suppliers. The Group has an anti-bribery and corruption policy and a modern slavery statement. There are also policies and procedures relating to whistleblowing which state the Group's commitment to conducting its business with honesty and integrity, its expectation that staff will maintain high standards, and enable staff to confidentially raise any concerns freely, and to discuss any issues that arise.
Accordingly, our objectives are to:
• Comply with all laws and regulations applicable to our business activities.
• Ensure that all business activities across the Group are conducted in an ethical manner.
• Maintain and protect the reputation of the Group with clients, suppliers, contractors, employees, and all other parties with whom the Group has dealings or who may be affected by our activities.
• Provide our staff with guidance on how to perform their duties and, where appropriate, training to equip them with the skills to identify and report any improper activities.
The Strategic Report has been approved by the Board of Directors.
Stuart Munro
Chief Executive
27 August 2026
Directors' Report
The directors present their annual report and the financial statements for the Company and for the Group for the year ended 31 March 2026.
Results and Dividend
As set out in the Consolidated Income Statement, the Group profit for the year after taxation amounted to £5,682,000 (2025: £5,131,000 loss). Basic earnings per share was 45.4 pence (2025: loss per share 41.0 pence).
The Board is pleased to announce that a final dividend of 5.5 pence per share will be recommended for approval at the Annual General Meeting. Together with the interim dividend of 1.25 pence paid in the final quarter of the financial year, the proposed dividend will take the total regular dividend for the year ended 31 March 2026 to 6.75 pence per share (2025: 6.75 pence). In addition, special dividends of 70 pence per share and 40 pence per share were paid on 31 October 2025 and 14 July 2026 respectively. The Board believes in maintaining an appropriate balance between cash returns to shareholders and investment in the business.
Principal Activities
The business of the Group during the year ended 31 March 2026 was general trading in the Falkland Islands and the provision of international arts logistics and storage services. The principal activities of the Group are discussed in more detail in the Strategic Report.
The principal activity of the Company is that of a holding company.
Qualifying Indemnity Provisions
A Directors' and Officers' Liability Insurance policy is maintained for all directors and each director has the benefit of a Deed of Indemnity.
Future Developments and Matters of Strategic Importance
Details of future developments and matters of strategy importance are presented within the Strategic Report.
Financial Risk Management
Details of the Group's financial instruments and its policies with regard to financial risk management are given in note 27 to the financial statements.
Events after the Reporting Date
On the 4th of August 2026, the group announced that it had exchanged conditional contracts with Compagnie Générale du Roumois SAS for the sale of the entire issued share capital of Momart International Limited, including its subsidiaries, for a cash consideration of £7.6 million. The transaction is conditional on shareholder approval, which will be proposed as an ordinary resolution at a general meeting of the Company convened for 28 August 2026, and completion is targeted for 30 September 2026.
In addition, a special interim dividend of 40 pence per share was paid on 14 July 2026 after the successful completion of the sale of PHFC amounting to £5.0 million in aggregate.
Directors
The directors of the Company who served during the year and to the date of this report were as follows:
Nick Henry
Stuart Munro
Reuben Shamu
Robert Johnston
Dominic Lavelle
Holger Schröder
Relevant details of the directors, which include committee memberships, are set out on pages 18 and 19.
Directors' Interests in Shares
The interests of the directors, their immediate families and related trusts in the shares of the Company according to the register kept pursuant to the Companies Act 2006 were as shown below:
|
|
Ordinary |
Ordinary shares as at 31 March 2025 |
|
Nick Henry |
- |
- |
|
Stuart Munro |
4,400 |
4,400 |
|
Reuben Shamu |
- |
- |
|
Robert Johnston* |
3,656,553 |
3,656,553 |
|
Dominic Lavelle |
2,000 |
2,000 |
|
Holger Schröder** |
1,451,998 |
1,451,998 |
* Robert Johnston holds 60,000 shares in his own name, and as he is also the representative of the Company's largest shareholder, "The Article 6 Marital Trust, created under the First Amended and Restated Jerry Zucker Revocable Trust dated 4-2-07", which holds 3,596,553 Shares, Robert Johnston is interested in 3,656,553 shares in total, representing 29.2 percent of the Company's 12,519,900 total voting rights.
** Holger Schröder is the representative of Janser Group which holds 1,451,998 shares and a further 125,327 held personally by Martin Janser, representing 12.6% of the ordinary share capital of FIH.
Share Capital and Substantial Interests in Shares
During the year, no shares were issued. Further information about the Company's share capital is given in note 26. Details of the Company's executive share option scheme can be found in note 25.
The Company has been notified of the following interests in 3% or more of the issued ordinary shares of the Company as at 31 July 2026:
|
|
Number of |
Percentage |
|
The Article 6 Marital Trust created under the First Amended and Restated Jerry Zucker Revocable Trust dated 2 April 2007 |
3,596,553 |
28.73 |
|
Janser Group |
1,577,325 |
12.60 |
|
J.F.C. Watts |
812,214 |
6.49 |
|
Interactive Investor Services Limited |
603,129 |
4.82 |
|
Fortuna Limited |
505,674 |
4.04 |
|
Christian Struck |
440,444 |
3.52 |
Health and Safety
The Group is committed to the health, safety and welfare of its employees and third parties who may be affected by the Group's operations. The focus of the Group's effort is to prevent accidents and incidents occurring by identifying risks and employing appropriate control strategies. This is supplemented by a policy of investigating and recording all incidents. The Board reviews Health and Safety performance at every Board meeting.
Employees
The Board is aware of the importance of good relationships and communication with employees. The Board also recognises the importance of communication with employees to motivate them and involve them fully in the business. Staff are kept informed of major developments and are encouraged to discuss these matters openly within the Company. Where appropriate, employees are consulted about matters which affect the progress of the Group and which are of interest and concern to them as employees.
Members of the Board regularly engage with FIC and Momart senior management and employees to update them on Group matters and to ensure that they feel engaged in the Group. Members of the Board also visit Momart regularly to engage with senior management and employees. As part of the regular communication with employees, emphasis is placed on developing greater awareness of the financial and economic factors which affect the performance of the Group. Employment policy and practices in the Group are based on non-discrimination and equal opportunity irrespective of age, race, religion, sex, gender identity, sexual orientation, colour and marital status.
In particular, the Group recognises its responsibilities towards disabled persons and does not discriminate against them in terms of job offers, training or career development and prospects. If an existing employee were to become disabled during the course of employment, every practical effort would be made to retain the employee's services with whatever retraining is appropriate.
The Group's pension arrangements for employees are summarised in note 24.
Suppliers
Information regarding the Group's engagement with suppliers is included in the Directors' statement under Section 172 of the Companies Act 2006.
The policy of the Company and each of its trading subsidiaries, in relation to all its suppliers, is to settle the terms of payment when agreeing the terms of the transaction and to abide by those terms, provided that it is satisfied that the supplier has provided the goods or services in accordance with agreed terms and conditions. The Group does not follow any code or standard payment practice. As a holding company, the Company had £4,000 of trade creditors at 31 March 2026 (2025: £355,000).
Charitable and Political Donations
Charitable donations made by the Group during the year amounted to £23,846 (2025: £14,140), these were largely paid to local community charities in the Falkland Islands. There were no political donations in the year (2025: nil).
Greenhouse Gas Emissions
The 2018 Regulations introduced requirements under Part 15 of the Companies Act 2006 for large unquoted companies to disclose their annual energy use and greenhouse gas emissions, and related information. However, the Group has applied the option permitted to exclude any energy and carbon information relating to its subsidiaries which any subsidiary would not itself be obliged to include if reporting on its own account. This applies to all subsidiaries within the Group. FIH group plc itself consumes less than 40MWh and, as a low energy user, is not required to make the detailed disclosures of energy and carbon information but is required to state, in its relevant report, that its energy and carbon information is not disclosed for that reason. FIH group plc's annual energy use and greenhouse gas emissions, and related information has not been disclosed in this annual report as it is a low energy user.
Auditors
In accordance with Section 489 of the Companies Act 2006, a resolution for the re-appointment of Grant Thornton UK LLP as auditors of the Company is to be proposed at the Annual General Meeting.
Disclosure of Information to the External Auditor
The directors who held office at the date of this Directors' Report confirm that, so far as they are each aware, there is no relevant audit information of which the Company's external auditor is unaware; and each director has taken all the steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the Company's external auditor is aware of that information.
Approved by the Board and signed on its behalf by:
AMBA Secretaries Limited
27 August 2026
Kenburgh Court
133-137 South Street
Bishop's Stortford
Hertfordshire
CM23 3HX
Board of Directors and Secretary
Nicolas Henry, Non-executive Chairman
Nick joined the Board on 14 August 2023 and was appointed non-executive Chairman after the 2023 AGM. He was CEO of James Fisher & Sons plc from 2004 to 2019, a global supplier of specialist marine engineering services across a number of different industries. Prior to that, Nick had an international career with P&O, working in Europe, South Asia, the Far East and Australasia. He is currently a non-executive director of Ark Topco Limited, the holding company of Survitec Group Limited and non-executive Chairman of Giles W. Pritchard-Gordon & Co. Limited. Nick is a member of the Audit and Risk and Remuneration Committees and is Chairman of the Nominations Committee.
Stuart Munro, Chief Executive
Stuart joined the Board on 28 April 2021 as Chief Financial Officer before taking over as Chief Executive on 14 April 2022. He qualified as a chartered accountant with Ernst & Young and worked as a divisional finance director in number of UK companies including Balfour Beatty, Alfred McAlpine Infrastructure Services and FirstGroup as well as Transport for London. From 2015 until joining FIH group, Stuart provided strategic, financial and operational consultancy to a number of medium sized Private Equity backed services companies across a variety of sectors.
Reuben Shamu, Chief Finance Officer
Reuben joined the Board on 12 September 2022 as Chief Financial Officer. He qualified as a chartered accountant with KPMG and worked in professional practice for 12 years before moving into industry in 2008. For 4 years he was a Commercial Director for the UK operations of privately-owned CP Holdings Group, which has interests in hotels and leisure, commercial office real estate, engineering and construction. His previous roles include Finance Director at Sturrock and Robson Group, Financial Planning and Analysis Director at Smiths Detection Group and Group Financial Controller at Veolia Water UK.
Robert Johnston, Non-executive director
Robert joined the Board on 13 June 2017. He is an experienced non-executive director and investment professional and has served on the boards of several quoted companies in both North America and in UK, including Fyffes PLC and Supremex Inc. Robert is the Chief Strategy Officer and Executive Vice President at The InterTech Group, Inc. and has over 20 years of experience in various financial and strategic roles. Robert brings experience on many transactions at both the corporate and asset level, including debt and equity. Robert is the representative of the Company's largest shareholder, "The Article 6 Marital Trust, created under the First Amended and Restated Jerry Zucker Revocable Trust dated 4-2-07", which has a beneficial holding of 3,596,553 ordinary Shares, representing 28.7% of the Company's issued share capital.
He is currently on the boards of Supremex Inc. (where he is Chairman)),Swiss Water Decaffeinated Coffee Inc and RGC Resources Inc. Robert is a member of the Nominations and Audit and Risk Committees and is Chairman of the Remuneration Committee.
Dominic Lavelle, Non-executive director
Dominic joined the Board on 1 December 2019. He brings to FIH a wide breadth of corporate experience. Most recently, Dominic was Chief Financial Officer of SDL plc from 2013 to 2018. He has over 15 years' experience as a UK plc Main Board Director and has been Finance Director/Chief Financial Officer of seven UK publicly traded companies including Mothercare plc, Alfred McAlpine plc, Allders plc and Oasis plc. His experience, in both permanent roles and turnaround and restructuring projects across several business sectors is a great benefit to the Group, particularly with the various business streams operated by FIC.
After graduating in Civil and Structural Engineering from the University of Sheffield in 1984, Dominic trained with Arthur Andersen and qualified as a chartered accountant in 1989. He is currently senior independent non-executive director and Chairman of the Audit Committee of Fulcrum Utility Services Limited and a director of Steenbok Newco 10 SARL, a wholly owned subsidiary of the Steinhoff Group. Dominic is a member of the Nominations and Remuneration Committees and is Chairman of the Audit and Risk Committee.
Holger Schröder, Non-executive director
Holger joined the Board on 1 June 2023. He has over 28 years' experience gained in a variety of predominantly Swiss companies, most recently as the CFO and a board member of Janser Group, a family-owned real estate and investment business based in Switzerland, where he has been for the last eight years. Janser Group controls 12.6% of the ordinary share capital of FIH (which comprises 1,451,998 shares in FIH held by Janser Group and a further 125,327 held personally by Martin Janser). Holger is a member of the Audit and Risk, Nominations and Remuneration Committees.
Company Secretary
AMBA Secretaries Limited
4th Floor, One Kingdom Street,
Paddington Central
London W2 6BD
Corporate Governance Statement
Dear Shareholder,
As Chairman of the Company, my role is to work alongside my fellow Board members to uphold high governance standards and ensure the Company has robust structures and processes that enable effective decision-making and management of risk. My responsibilities as Chairman include leading the Board effectively, overseeing the Group's corporate governance model, communicating with shareholders and ensuring that information flows freely between the executive and non-executive directors in a timely manner.
This Governance section outlines the Company's comprehensive governance framework, designed with clearly defined responsibilities and accountabilities to safeguard long-term shareholder value.
The FIH group plc Board values include embedding a culture of ethics and integrity, and the adoption of good governance standards, to maintain its reputation by fostering good relationships with employees, shareholders and other stakeholders to deliver long term business success.
Quoted Companies Alliance Corporate Governance Code
The Board fully endorses the importance of good corporate governance and has applied the Quoted Companies Alliance Corporate Governance Code ("QCA Code") which we believe is the most appropriate recognised governance code for a company with shares admitted to trading on the AIM market of the London Stock Exchange. The Company has chosen to comply as far as possible with the QCA Code to maintain the highest possible standards of governance.
The QCA Code provides a robust framework to support the Company in upholding strong governance, embedding its governance culture, and building a successful and sustainable business for the benefit of all stakeholders.
The QCA has ten principles which the Company is required to adhere to and to make certain disclosures both within this report and on its website. The Company's website disclosures can be found at www.fihplc.com/company-profile/corporate-governance.php
FIH QCA Annual Report Disclosures
The Company has adopted the QCA Code as its governance framework and is committed to maintaining high standards of corporate governance.
A detailed explanation of the current compliance with the QCA Code and areas for development is given below:
|
Principle 1: |
Establish a purpose, strategy and business model which promote long‑term value for shareholders. The Group's business model and strategy are detailed within the Strategic Report on pages 4 to 15. |
|
Principle 2: |
Promote a corporate culture that is based on ethical values and behaviours. The Board firmly believes that corporate culture starts with leaders setting the tone for values, behaviours and expectations throughout the Group. The Board promotes an open, ethical culture led by example and underpinned by values of integrity, responsibility and transparency. Policies on anti-bribery, anti-slavery, and whistleblowing are in place and reviewed regularly. Staff are encouraged to take ownership, admit mistakes, and contribute openly. |
|
Principle 3: |
Seek to understand and meet shareholder needs and expectations. The Board places great importance on having positive relationships with all shareholders and seeks to ensure that an appropriate and proactive level of communication takes place. The Group engages with its shareholders through London Stock Exchange regulatory announcements, providing financial results on a half-yearly basis, operational updates to maintain information on overall performance, and additional news flow when there is a significant development or a matter of material importance to the Group's businesses. The Group maintains an informative and regularly updated website which also includes contact details to support open channels of communication and feedback. The Group's AGM is a regular opportunity for shareholders to meet with the Board and for shareholders to ask questions during the formal business of the meeting and informally following the meeting. Beyond the AGM, the Executive Directors offer to meet with all significant shareholders after the release of the half year and full year results. The CEO is the primary point of contact for the shareholders and is available to address any concerns raised and consider suggestions to further align with shareholder expectations. |
|
Principle 4: |
Take into account wider stakeholder interests, including social and environmental responsibilities, and their implications for long‑term success. The Board's primary goal is to create shareholder value in a responsible way that serves all stakeholders. The Board considers its key stakeholders to be its employees, customers, shareholders, suppliers and the communities and environment in which the Group operates. There are systems in place to solicit, consider and act on feedback from all stakeholders. Employee health, safety and wellbeing are prioritised, and we seek to foster an inclusive, supportive and engaging workplace. The Group also has policies and procedures relating to whistleblowing which are overseen by the Audit and Risk Committee. These state the Group's commitment to conducting its business with honesty and integrity, its expectation that staff will maintain high standards, and the arrangements for the workforce to raise concerns, in confidence and anonymously, about possible wrongdoing. |
|
Principle 5: |
Embed effective risk management, internal controls and assurance activities, considering both opportunities and threats, throughout the organisation. The Group's approach to the management of risk is set out in the Risk Management, Principal Risks and Impact section of the Strategic Report. The Board has ultimate responsibility for the Group's risk management process and is supported in this by the Audit and Risk Committee, which oversees the risks facing the Group, and the effectiveness of the systems to manage and mitigate those risks. The Group receives regular feedback from its external auditors on the state of its internal controls. The Audit and Risk Committee formally assess the independence of the Group's auditor on an annual basis and considers that the auditor, its partners, senior managers and all individuals involved in the audit are independent. The Financial Reporting Council limits the amount of time that an audit engagement partner can be involved in the audit of a listed entity to five years before rotation is mandated. The year ended 31 March 2026 marked the first year of signing by the incoming Audit Engagement Partner for the Group. The Audit and Risk Committee is satisfied that an orderly handover has taken place, and that auditor independence and objectivity have been maintained throughout. |
|
Principle 6: |
Establish and maintain the board as a well‑functioning, balanced team led by the chair. Information on each of the Directors is provided in the section on 'Board of Directors and Secretary'. The Board comprises the Independent Non-Executive Chair, the Chief Executive Officer, the Chief Financial Officer and the Non-Executive Directors. The QCA Code suggests that a board should have at least two independent non-executive Directors. The Board have considered each non-executive Directors' length of service and interests in the share capital of the Group and consider that Robert Johnston, Dominic Lavelle and Holger Schröder are independent of the executive management and free from any undue extraneous influences which might otherwise affect their judgement. All board members are fully aware of their fiduciary duty under Company law and consequently seek at all times to act in the best interests of the Company as a whole. The Board meets regularly and is provided with information on a timely basis. The Executive Directors are expected to devote substantially the whole of their time to their duties with the Company. The Chair and the Non-Executive Directors have a lesser time commitment which is set out in their letters of appointment. Non-Executive Directors are not awarded any performance-related pay. Attendance of Directors at Board and Committee meetings held during the last financial year and which they were eligible to attend, is set out on pages 22 to 23. The Board has agreed that at the 2026 AGM all Directors will stand for annual re-election in accordance with the QCA Code. |
|
Principle 7: |
Maintain appropriate governance structures and ensure that individually and collectively the directors have the necessary up‑to‑date experience, skills and capabilities. The Board recognises the importance of high standards of corporate governance and has sought to address the matter in a proportionate way having regard to the size and resources of the Group. The Non-Executive Chair has ultimate responsibility for the leadership of the Board and the Group's approach to corporate governance. The Executive Directors have responsibility for the operational management of the Group's activities. The Chief Executive Officer has ultimate responsibility for implementing and delivering the strategic and commercial objectives of the Board and managing the day-to-day business activities of the Group. The Non-Executive Directors are responsible for bringing independent and objective oversight and judgement to Board decisions. The Board has a strong breadth and depth of highly relevant experience, skills and knowledge for the business. The Board is satisfied that it has a suitable mix of skills, experience and competencies to enable the Group to deliver its strategy for the benefit of its shareholders over the medium to long term. The Board is supported by the Audit & Risk Committee and the Remuneration Committee, and the members of these Committees have the necessary skills and knowledge to discharge their duties and responsibilities effectively. Further information is set out in the Audit and Risk Committee Report and the Remuneration Committee Report on pages 25 to 27. The Directors are in regular dialogue with the Company's Nominated Adviser. In November 2025, the Board The Company Secretary advises on corporate governance and attends and minutes all Board and Committee meetings. The Company Secretary works closely with the Chairman, CFO as well as other Board members and advisers of the Group as and when required. Lawyers are engaged to provide legal advice when required by the management team and by the Board or Committees. |
|
Principle 8: |
Evaluate board performance based on clear and relevant objectives, seeking continuous improvement. The Group regularly monitors the performance of the Board, ensuring that the required skill set and balance of independent non-executive directors is present. While the Group has not undertaken a formal Board evaluation in the year, regular consideration is given by the Board to its performance to ensure the requirements of the business are met. |
|
Principle 9: |
Establish a remuneration policy which is supportive of long‑term value creation and the company's purpose, strategy and culture. The Remuneration Committee meet regularly to discuss the remuneration structure to ensure that it motivates the executive team and senior management team and promotes the long-term growth of shareholder value. As set out in the Report of Remuneration Committee, the new remuneration policy has been designed to support strategy and long-term success, aligning executive management with its shareholders. The remuneration policy will be subject to an advisory vote at the AGM. |
|
Principle 10: |
Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other key stakeholders. The Board recognises the importance of providing its stakeholders, including shareholders and investors, with clear and transparent information on the Group's activities, strategy and financial position and does so in a number of ways, including: • the Company's Annual Report and Accounts; • full-year and half-year results announcements; • other regulatory announcements; • the Annual General Meeting; • update meetings with existing shareholders; and • disclosure of all shareholder voting on Annual General Meeting resolutions in a clear and transparent manner. The Group's contact details are on the website should stakeholders wish to make enquiries of the management. The Group's regulatory announcements, Annual Reports, Circulars and Notices of Annual General Meetings can be found on the Investors section of the Company's website. |
|
|
The Company has published all of the disclosures set out under Principles 1-10. |
Time Commitment of Directors
Stuart Munro, Chief Executive and Reuben Shamu, Chief Financial Officer are the only executive directors. Nick Henry, Robert Johnston, Dominic Lavelle and Holger Schröder have all been appointed on service contracts for an initial term of three years. Overall, it is anticipated that non-executive directors spend 10-15 days a year on the Group's business after the initial induction, which includes a trip to the Group's subsidiary in the Falkland Islands. However, the non-executive directors and the Chairman in particular, spend significantly more time than this on the business of the Group.
All directors are expected to attend all Board meetings, the Annual General Meeting and any extraordinary general meetings. Non-executive directors are expected to devote additional time in respect of any ad hoc matters, such as significant investment opportunities, responding to market changes, consideration of any business acquisitions, and any significant recruitment or corporate governance changes.
Skills and Qualities of Each Director
The Chairman believes that the Board has a suitable mix of skills and competencies in order to drive the Group's strategy and is best placed to secure the future of the Company and create long-term value for all stakeholders. The Board has significant industry, financial, public markets and governance experience, possessing the necessary mix of experience, skills, personal qualities and capabilities to deliver the strategy of the Company for the benefit of the shareholders over the medium to long-term.
Any External Advice Sought by the Board
The Board is kept informed of ongoing changes relating to governance and compliance by the Company's lawyers, and of updates to AIM Rules for companies, QCA Code, the UK Market Abuse Regulations and other statutory and regulatory developments by Zeus Capital Limited, the Company's Nominated Adviser and the Company Secretary. The Group's auditors, Grant Thornton UK LLP, meet with the Board as a whole twice a year and keep the Board updated with any regulatory changes in finance and accounting.
RSM Tenon, the Group's tax advisors ensure compliance with taxation law and transfer pricing and the Company's lawyers advised on areas such as Modern Slavery, Data Protection and other legal matters.
The Remuneration Committee sought advice from FIT Remuneration Consultants on executive compensation.
Board Meetings
The Board holds five scheduled board meetings throughout the year and ad-hoc board meetings are scheduled as and when the business demands. Attendances of directors at board and committee meetings convened in the year, and which they were eligible to attend, are set out below:
|
Director |
Board Meetings |
Remuneration |
Audit & Risk |
|
Nick Henry |
9* |
1 |
3 |
|
Stuart Munro |
9 |
n/a |
3** |
|
Reuben Shamu |
9 |
n/a |
3** |
|
Robert Johnston |
9 |
1* |
3 |
|
Dominic Lavelle |
8 |
1 |
3* |
|
Holger Schroder |
9 |
1 |
3 |
|
|
|
|
|
* Chairman.
** Directors attended a number of meetings of Committees of which they were not members during the course of the year at the invitation of the Committee chairman.
The Nominations Committee meets on an ad-hoc basis to consider Board composition and succession and did not meet during the year to 31 March 2026.
Board Performance Evaluation
The Company continues to monitor the performance of the Board, ensuring that the required skill set and balance of independent non-executive directors is present. Whilst the Company has not undertaken a formal Board evaluation in the year, regular consideration is given by the Board to its performance to ensure the requirements of the business are met.
Nick Henry
Non-executive Chairman
27 August 2026
Audit and Risk Committee Report
The Audit and Risk Committee comprises the four non-executive directors: Dominic Lavelle, Robert Johnston, Holger Schröder and Nick Henry, and is chaired by Dominic Lavelle.
Purpose and Responsibility
The purpose of the Audit and Risk Committee is:
• To ensure that the Group's accounting and financial policies and controls are appropriate and effective;
• To review and challenge the process of identification of risks and opportunities, and the adequacy of risk mitigation structures and processes across the Group;
• To ensure that external auditing processes are properly co-ordinated and work effectively and to monitor compliance with statutory requirements for financial reporting; and
• To review the half year and annual financial statements before they are presented to the Board for approval.
The Committee meets at least three times a year and, in the year ended 31 March 2026, it met three times. The Group's external auditors attend the meeting to present the annual audit plan and the meeting to review the results of the annual audit.
It is the Audit and Risk Committee's role to provide formal and transparent arrangements, to consider how to apply financial reporting under UK-adopted International Accounting Standards, the Companies Act 2006, and the requirements of the QCA Code and also to maintain an appropriate relationship with the Group's external auditors.
The terms of reference of the Audit and Risk Committee were reviewed and updated in June 2025.
Activities of the Audit and Risk Committee
In the year ended 31 March 2026, the activities of the Audit and Risk Committee included:
• Reviewing the financial reporting judgements and key accounting estimates associated with the Group's full and half-year results;
• Reviewing and making recommendations to the Board regarding dividends to be paid to shareholders by the Company during the course of the year;
• Ensure that risk management procedures and controls over financial reporting remained appropriate; and
• Reviewing and updating the Audit and Risk Committee Terms of Reference.
Effectiveness of the External Audit Process
The Audit and Risk Committee is committed to maintaining the effectiveness and integrity of the external audit process. The Committee ensures this by:
• Assessing auditor independence: Regularly evaluating the independence of the incumbent external auditor to ensure continued independence.
• Evaluating audit planning and resourcing: Reviewing the audit plan, including the scope and resourcing of the audit team, to ensure it is appropriate and proportionate to the Group's needs.
• Monitoring the quality of communications: Ensuring communications with the external auditor are timely, transparent, and clearly articulated, and that any recommendations are constructive and relevant.
• Applying professional scepticism: Taking a critical approach to key areas of judgment, including reviewing the sufficiency and appropriateness of audit evidence, challenging assumptions made by management, and considering the potential for fraud or the need for additional procedures.
• Gathering post-audit feedback: Receiving feedback from the external auditor at the conclusion of the audit process. This includes one-to-one meetings between the Audit and Risk Committee Chair and the audit engagement partner, as well as holding private sessions with the external auditor without management present, where deemed appropriate.
External Auditor
The external auditor, Grant Thornton UK LLP, were re-appointed in 2025 at the Company's Annual General Meeting. The analysis of the auditor's remuneration is shown in note 6.
Non-audit Services Provided by the External Auditor
The Audit and Risk Committee keeps the appointment of external auditors to perform non-audit services for the Group under continual review. In the year ended 31 March 2026, there were no non-audit fees paid to the external auditor Grant Thornton UK LLP (2025: £nil).
Emerging Risks
The risk management approach is subject to continuous review and updates in order to reflect new and developing issues which might impact business strategy. Emerging or topical risks are examined to understand their significance to the business. Risks are identified and monitored at the Group level and discussed at Audit and Risk Committee meetings.
Areas of Judgement and Estimation
In making its recommendation that the financial statements be approved by the Board, the Audit and Risk Committee has taken account of the following significant areas of estimation and judgement and judgements involving estimation:
Long term construction contracts
Significant estimation is involved in determining the revenue and profit to be recognised on long term contracts. This includes determining percentage completion at the balance sheet date by estimating the total expected costs to complete each contract along with their future profitability. These estimates directly influence the revenue and profit that can be recognised on such contracts.
Inventory Provisions
An inventory provision is booked when the realisable value from sale of the inventory is estimated to be lower than the inventory carrying value, or where the stock is slow-moving, obsolete or damaged, and is therefore unlikely to be sold. The quantification of the inventory provision requires the use of estimates and judgements and if actual future demand were to be lower or higher than estimated, the potential amendments to the provisions could have a material effect on the results of the Group.
Defined Benefit Pension Liabilities
A significant degree of estimation is involved in predicting the ultimate benefit payments to pensioners in the FIC defined benefit pension scheme. Actuarial assumptions have been used to value the defined benefit pension liability (see note 24). Management have selected these assumptions from a range of possible options following consultations with independent actuarial advisers. The actuarial valuation includes estimates about discount rates and mortality rates, and the long-term nature of these plans, make the estimates subject to significant uncertainties.
There are eight pensioners currently receiving a monthly pension under the scheme and one deferred member.
Dominic Lavelle
Chairman of the Audit and Risk Committee
27 August 2026
Remuneration Committee Report
Remuneration Committee
The Remuneration Committee comprises the four non-executive directors: Robert Johnston, Dominic Lavelle, Holger Schröder and Nick Henry, and is chaired by Robert Johnston.
The Committee meets at least once a year and, in the year ended 31 March 2026, it met once to consider all material elements of remuneration policy, share schemes and the remuneration and incentivisation of executive directors and senior management.
Where considered appropriate, independent advice is sought to assist the Committee in its deliberations.
The Terms of Reference of the Remuneration Committee were reviewed and updated in May 2025.
During the year, the Committee considered the 2023 QCA Code which encourages companies to seek shareholders' approval of the Directors' Remuneration Report and the Directors' Remuneration Policy on a voluntary basis. The Committee reviewed and updated its Remuneration Policy and it was approved by the Board in August 2026.
Shareholders will be asked to approve this Directors' Remuneration Report and the Directors' Remuneration Policy described below at the 2026 AGM. The votes on the Directors Remuneration Report and the vote on the Directors Remuneration Policy will be advisory.
Remuneration Policy
1. Introduction to the Remuneration Policy
This remuneration policy (the "Policy") sets out the Company's approach to remuneration for its Executive Directors, Chair and Non-Executive Directors. The Policy will be reviewed by the Remuneration Committee at least every three years.
The Policy was reviewed and approved by the Remuneration Committee.
2. Objectives of the Policy
The Policy is designed to:
i. Attract, motivate and retain its executive directors to deliver the Group's objectives;
ii. Encourage behaviours consistent with the Company's values; and
iii. Provide competitive, but not excessive, pay outcomes that are aligned with the interests of shareholders and the wider workforce.
3. Executive Director Remuneration
Executive Directors are eligible to receive the following elements of remuneration:
Base salary: set at a level sufficient to attract and retain individuals with the skills required to deliver the Company's strategy. Salaries are reviewed annually by the Remuneration Committee.
Pension and ancillary benefits: the Company provides a pension contribution and other ancillary benefits.
Performance-related remuneration: the Remuneration Committee may award an annual discretionary bonus to Executive Directors to incentivise and reward the achievement of performance objectives aligned to the Company's business plan and strategic priorities.
The payment of any bonus, and the amount thereof, is determined solely by the Remuneration Committee having regard to Company and individual performance during the year. The Remuneration Committee will ensure that all performance related remuneration is designed to support the long-term success of the Company and are appropriately aligned with the interests of shareholders. There is no contractual entitlement to a bonus.
The Remuneration Committee retains the discretion to award additional or alternative bonus payments outside of the annual bonus where it considers this appropriate, including in recognition of the achievement of specific strategic objectives or transactions.
Details of any bonus payments made will be disclosed in the Annual Report on Remuneration.
4. Long‑Term Incentive Plan
The Company does not currently operate a Long-Term Incentive Plan. The Remuneration Committee will keep this under review and may, if considered appropriate in the future, introduce a formal long-term incentive arrangement for Executive Directors, which would be subject to shareholder approval prior to implementation.
5. Chair and Non‑Executive Director Fees
The Chair and Non-Executive Directors receive a fixed annual fee set at a level sufficient to attract individuals with the skills and experience required to oversee the Company's strategy. Non-Executive Directors do not participate in the bonus arrangements or pension scheme.
6. Leavers
The Remuneration Committee will determine the treatment of any unpaid or deferred bonus on cessation of employment, having regard to the circumstances of departure.
The Remuneration Committee retains the discretion to agree enhanced termination terms where it considers this appropriate in the circumstances.
7. Termination Payments
Executive Directors' service agreements provide for termination by payment in lieu of notice equal to basic salary, pension contributions and other contractual benefits for the notice period. All termination payments will be disclosed in the Annual Report.
8. Change of Control
In the event of a change of control, the Remuneration Committee will determine the treatment of any outstanding bonus entitlement having regard to the circumstances, including the period of the year served and performance achieved to the date of the change of control.
9. Wider Workforce
The Remuneration Committee will have regard to pay and conditions across the wider workforce when setting and reviewing Executive Director remuneration.
Executive Directors - Remuneration package
The Company offers a fixed remuneration package of salary, pension and certain benefits. The Chief Executive, Stuart Munro, participates in an annual performance related bonus arrangement, with the potential during the year to earn up to 60% of his salary. The Chief Finance Officer, Reuben Shamu, participates in an annual performance related bonus arrangement, with the potential during the year to earn up to 30% of his salary. The bonuses are subject to the achievement of specified corporate and personal objectives and are payable in cash.
Executive Bonuses in Respect of Disposal Programme
During the year, the Remuneration Committee approved an incentive scheme for the successful completion of the sale and lease back of Momart's Leyton warehousing facilities, the sale of PHFC and the sale of Momart. Bonus payments were subsequently made to the Chief Executive Officer, Stuart Munro, and the Chief Financial Officer, Reuben Shamu, of approximately £478,000 and £239,000 respectively, excluding employer-related taxes in respect of the successful completion of the sale of the Leyton warehousing facilities and of PHFC. Bonus amounts paid under the scheme were discretionary and dependent, amongst other things, on the net proceeds achieved from each sale.
The Remuneration Committee is satisfied that these payments were appropriate recognition of the significant value delivered to shareholders through the successful execution of these divestments. The incentive scheme was approved and overseen exclusively by the non-executive directors, with the CEO and CFO taking no part in the determination of the scheme terms or the quantum of awards. The non-executive directors of the Group consider that the terms of this incentive scheme and the resultant payments are fair and reasonable in so far as shareholders are concerned.
The Remuneration Committee acknowledges that, given the size of the payments, these bonuses constitute related party transactions for the purposes of AIM Rule 13 and are disclosed accordingly in the Related Party Transactions note to the financial statements on page 64.
Non-Executive Directors - Fees
The remuneration of non-executive directors consists only of annual fees for their services, both as members of the Board, and of Committees on which they serve.
The Company pays non-executive directors fees which are set at a level in line with market and appropriate to the size of the business. The fees of the Non-Executive Directors are determined by the Board and the Chair and the other Non-Executive Directors are not involved in any discussions or decisions about their own remuneration.
Details of Directors' Remuneration and Emoluments
An analysis of the remuneration and taxable benefits in kind (excluding share options) provided for and received by each director during the year to 31 March 2026 and in the preceding year is as follows:
|
|
Salary / Fees |
Health |
Bonus |
Total |
Pension |
2026 Total |
2025 Total |
|
Nick Henry |
60 |
- |
- |
60 |
- |
60 |
60 |
|
Stuart Munro |
291 |
- |
478 |
769 |
- |
769 |
284 |
|
Reuben Shamu |
253 |
2 |
239 |
494 |
25 |
519 |
249 |
|
Robert Johnston |
30 |
- |
- |
30 |
- |
30 |
30 |
|
Dominic Lavelle |
35 |
- |
- |
35 |
- |
35 |
35 |
|
Holger Schröder |
30 |
- |
- |
30 |
- |
30 |
30 |
|
Total |
699 |
2 |
717 |
1,418 |
25 |
1,443 |
688 |
Share Options
No share options were granted during the year.
Approved for issue by the Board of Directors and signed on its behalf:
Robert Johnston
Chairman of the Remuneration Committee
27 August 2026
Statement of Directors' Responsibilities in Respect of the Annual Report and the Financial Statements
The directors are responsible for preparing the Annual Report, Strategic Report, Directors' Report, and the Group and Company financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare Group and parent Company financial statements for each financial year. Under the AIM Rules of the London Stock Exchange, they are required to prepare the Group financial statements in accordance with UK-adopted international accounting standards and applicable law and they have elected to prepare the parent Company financial statements on the same basis.
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 parent Company and of the Group's profit or loss for that period. In preparing each of the Group and parent Company financial statements, the directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable, relevant and reliable;
• state whether they have been prepared in accordance with UK-adopted international accounting standards;
• assess the Group and parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
• use the going concern basis of accounting unless they either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report and a Directors' Report that complies with that law and those regulations.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Consolidated Income Statement
FOR THE YEAR ENDED 31 MARCH 2026
|
Notes |
|
Underlying |
Non‑trading |
Total |
Underlying |
Non-trading |
Total |
|
4 |
Revenue |
37,409 |
- |
37,409 |
36,570 |
- |
36,570 |
|
|
Cost of sales |
(22,636) |
- |
(22,636) |
(25,437) |
- |
(25,437) |
|
|
Gross profit |
14,773 |
- |
14,773 |
11,133 |
- |
11,133 |
|
|
Operating expenses |
(14,470) |
(2,381) |
(16,851) |
(17,428) |
(196) |
(17,624) |
|
|
Operating profit / (loss) |
303 |
(2,381) |
(2,078) |
(6,295) |
(196) |
(6,491) |
|
8 |
Finance income |
88 |
- |
88 |
28 |
- |
28 |
|
8 |
Finance expense |
(707) |
(175) |
(882) |
(464) |
(255) |
(719) |
|
|
Loss before tax |
(316) |
(2,556) |
(2,872) |
(6,731) |
(451) |
(7,182) |
|
9 |
Taxation |
4 |
639 |
643 |
1,663 |
112 |
1,775 |
|
|
Loss after tax for the |
(312) |
(1,917) |
(2,229) |
(5,068) |
(339) |
(5,407) |
|
10
|
Profit for the year |
373 |
7,538 |
7,911 |
276 |
- |
276 |
|
|
Total profit / (loss) |
61 |
5,621 |
5,682 |
(4,792) |
(339) |
(5,131) |
|
|
Earnings per share |
|
|
|
|
|
|
|
11 |
Basic |
|
|
(17.8p) |
|
|
(43.2)p |
|
|
Diluted |
|
|
(17.8p) |
|
|
(43.2)p |
|
|
Earnings per share |
|
|
|
|
|
|
|
11 |
Basic |
|
|
45.4p |
|
|
(41.0)p |
|
|
Diluted |
|
|
45.4p |
|
|
(41.0)p |
The accompanying notes form part of these Financial Statements.
Consolidated Statement of Comprehensive Income
FOR THE YEAR ENDED 31 MARCH 2026
|
Notes |
|
2026 |
2025 |
|
|
Profit / (Loss) for the year |
5,682 |
(5,131) |
|
|
Amortisation of hedge reserve |
43 |
28 |
|
18 |
Deferred tax on derivative financial instruments and other financial liabilities |
25 |
(32) |
|
|
Items that are or may be reclassified subsequently to profit or loss |
68 |
(4) |
|
24 |
Re-measurement of the FIC defined benefit pension scheme |
(25) |
143 |
|
18 |
Movement on deferred tax asset relating to the pension scheme |
6 |
(37) |
|
|
Items which will not ultimately be recycled to the income statement |
(19) |
106 |
|
|
Total other comprehensive income |
49 |
102 |
|
|
Total comprehensive income / (loss) |
5,731 |
(5,029) |
|
|
Total comprehensive income / (loss) for the period attributable to the owners of the parent arises from: |
|
|
|
|
|
||
|
|
Continuing operations |
(2,180) |
(5,305) |
|
|
Discontinued operations |
7,911 |
276 |
|
|
|
|
|
|
|
|
|
|
The accompanying notes form part of these Financial Statements.
Consolidated Balance Sheet
AT 31 MARCH 2026
|
Notes |
|
2026 |
2025 |
|
|
Non-current assets |
|
|
|
12 |
Intangible assets |
2,280 |
4,414 |
|
13 |
Property, plant and equipment |
24,615 |
37,750 |
|
14 |
Investment properties |
7,322 |
7,503 |
|
16 |
Investment in joint venture |
259 |
259 |
|
20 |
Trade and other receivables due in more than one year |
789 |
- |
|
17 |
Finance lease receivable |
459 |
420 |
|
18 |
Deferred tax assets |
258 |
265 |
|
27 |
Derivative financial instruments |
- |
1,101 |
|
|
Total non-current assets |
35,982 |
51,712 |
|
|
Current assets |
|
|
|
19 |
Inventories |
3,959 |
4,232 |
|
20 |
Trade and other receivables |
7,087 |
7,479 |
|
17 |
Finance lease receivable |
437 |
389 |
|
|
Corporation tax receivable |
164 |
165 |
|
21 |
Cash and cash equivalents |
17,835 |
7,846 |
|
|
Total current assets |
29,482 |
20,111 |
|
|
TOTAL ASSETS |
65,464 |
71,823 |
|
|
Current liabilities |
|
|
|
23 |
Trade and other payables |
(11,066) |
(13,095) |
|
22 |
Interest-bearing loans and borrowings |
(964) |
(1,269) |
|
|
Corporation tax payable |
(125) |
(280) |
|
|
Total current liabilities |
(12,155) |
(14,644) |
|
|
Non-current liabilities |
|
|
|
22 |
Interest-bearing loans and borrowings |
(17,582) |
(15,502) |
|
24 |
Employee benefits |
(993) |
(1,019) |
|
18 |
Deferred tax liabilities |
(680) |
(2,726) |
|
|
Total non-current liabilities |
(19,255) |
(19,247) |
|
|
TOTAL LIABILITIES |
(31,410) |
(33,891) |
|
|
Net assets |
34,054 |
37,932 |
|
26 |
Capital and reserves |
|
|
|
|
Equity share capital |
1,251 |
1,251 |
|
|
Share premium account |
17,590 |
17,590 |
|
|
Other reserves |
703 |
703 |
|
|
Retained earnings |
14,510 |
18,431 |
|
|
Hedging reserve |
- |
(43) |
|
|
Total equity |
34,054 |
37,932 |
|
|
|
|
|
|
|
|
|
|
These financial statements, of which the accompanying notes form part, were approved by the Board of Directors on 27 August 2026 and were signed on its behalf by:
|
S I Munro |
R Shamu |
|
Director |
Director |
Company Balance Sheet
AT 31 MARCH 2026
|
Notes |
|
2026 |
2025 |
|
|
Non-current assets |
|
|
|
14 |
Investment properties |
- |
18,338 |
|
|
Property, plant and equipment |
4 |
- |
|
15 |
Investment in subsidiaries |
14,733 |
26,721 |
|
20 |
Trade and other receivables due in more than one year |
14,169 |
11,807 |
|
27 |
Derivative financial instruments |
- |
1,101 |
|
|
Total non-current assets |
28,906 |
57,967 |
|
|
Current assets |
|
|
|
20 |
Trade and other receivables |
54 |
50 |
|
21 |
Cash and cash equivalents |
11,193 |
1,123 |
|
|
Total current assets |
11,247 |
1,173 |
|
|
TOTAL ASSETS |
40,153 |
59,140 |
|
|
Current liabilities |
|
|
|
23 |
Trade and other payables |
(4,123) |
(8,384) |
|
|
Corporation tax payable |
(172) |
(280) |
|
22 |
Interest-bearing loans and borrowings |
- |
(630) |
|
|
Total current liabilities |
(4,295) |
(9,294) |
|
|
Non-current liabilities |
|
|
|
22 |
Interest-bearing loans and borrowings |
- |
(10,396) |
|
18 |
Deferred tax |
(1) |
(1) |
|
|
Total non-current liabilities |
(1) |
(10,397) |
|
|
TOTAL LIABILITIES |
(4,296) |
(19,691) |
|
|
Net assets |
35,857 |
39,449 |
|
26 |
Capital and reserves |
|
|
|
|
Equity share capital |
1,251 |
1,251 |
|
|
Share premium account |
17,590 |
17,590 |
|
|
Other reserves |
5,389 |
5,389 |
|
|
Retained earnings |
11,627 |
15,262 |
|
|
Hedging reserve |
- |
(43) |
|
|
Total equity |
35,857 |
39,449 |
As permitted by Section 408 of the Companies Act 2006, a separate profit and loss account of the Parent Company has not been presented. The Parent Company's profit for the financial year is £5,974,000 (2025: loss of £99,000).
These financial statements, of which the accompanying notes form part, were approved by the Board of Directors on 27 August 2026 and were signed on its behalf by:
|
S I Munro |
R Shamu |
|
Director |
Director |
Registered company number: 03416346
Consolidated Cash Flow Statement
FOR THE YEAR ENDED 31 MARCH 2026
|
Notes |
|
2026 |
2025 |
|
|
Cash flows from operating activities |
|
|
|
|
Loss for the year after taxation |
(2,229) |
(5,407) |
|
|
Adjusted for: |
|
|
|
|
Cash items: |
|
|
|
|
Bank interest payable |
213 |
351 |
|
|
Bank interest receivable |
(88) |
(40) |
|
|
Non-cash items: |
|
|
|
12 |
Amortisation |
84 |
42 |
|
13 |
Depreciation: property, plant and equipment |
2,373 |
1,901 |
|
14 |
Depreciation: investment properties |
211 |
217 |
|
24 |
Interest cost on pension scheme liabilities |
53 |
68 |
|
25 |
Equity-settled share-based payment income |
- |
(14) |
|
|
Fair value movement in derivative financial instrument |
175 |
255 |
|
|
Profit on disposal of property, plant and equipment |
(40) |
- |
|
|
Exchange loss on cash balances |
25 |
40 |
|
|
Lease liability finance expense |
441 |
45 |
|
|
(Increase) / decrease in finance lease receivable |
(87) |
151 |
|
|
Impairment of goodwill |
2,077 |
- |
|
|
Gain on sale of Leyton |
(221) |
- |
|
|
Corporation and deferred income |
(643) |
(1,775) |
|
|
Cash and non-cash items |
4,573 |
1,241 |
|
|
Operating cash flow before changes in working capital |
2,344 |
(4,166) |
|
|
(Increase) / decrease in trade and other receivables |
(753) |
3,507 |
|
|
Decrease in inventories |
216 |
2,449 |
|
|
(Decrease) / increase in trade and other payables |
(2,019) |
2,008 |
|
|
Changes in working capital |
(2,556) |
7,964 |
|
|
Cash generated from operations |
(212) |
3,798 |
|
24 |
Payments to pensioners |
(104) |
(553) |
|
|
Corporation taxes paid |
- |
(44) |
|
|
Net cashflow from continuing operating activities |
(316) |
3,201 |
|
|
Net cashflow from discontinued operations |
1,349 |
882 |
|
|
Cash flows from investing activities |
|
|
|
13 |
Purchase of property, plant and equipment |
(620) |
(1,359) |
|
12 |
Purchase of intangibles |
(27) |
(49) |
|
14 |
Purchase of investment properties |
(30) |
(10) |
|
|
Disposal of fixed assets |
162 |
- |
|
|
Sale of Leyton |
21,686 |
- |
|
|
Bank interest received |
88 |
40 |
|
|
Net cash flow from continuing investing activities |
21,259 |
(1,378) |
|
|
Investing activities cash flow from discontinued operations |
9,313 |
(130) |
Continued on next page.
Consolidated Cash Flow Statement
FOR THE YEAR ENDED 31 MARCH 2026
|
Notes |
|
2026 |
2025 |
|
|
Cash flow from financing activities |
|
|
|
|
Liquidation of swap |
969 |
- |
|
|
Repayment of bank loans |
(11,136) |
(705) |
|
|
Bank interest paid |
(213) |
(351) |
|
|
Repayment of lease liabilities principal |
(1,061) |
(495) |
|
|
Lease liabilities interest paid |
(441) |
(45) |
|
|
Dividends paid |
(9,609) |
(2,097) |
|
|
Net cash flow from continuing financing activities |
(21,491) |
(3,693) |
|
|
Financing activities cash flow from discontinued operations |
(100) |
(646) |
|
|
Net increase / (decrease) in cash and cash equivalents |
10,014 |
(1,764) |
|
|
Cash and cash equivalents at start of year |
7,846 |
9,650 |
|
|
Exchange losses on cash balances |
(25) |
(40) |
|
|
Cash and cash equivalents at end of year |
17,835 |
7,846 |
The accompanying notes form part of these Financial Statements.
Company Cash Flow Statement
FOR THE YEAR ENDED 31 MARCH 2026
|
Notes |
|
2026 |
2025 |
|
|
Cash flows from operating activities |
|
|
|
|
Company profit / (loss) for the year |
5,974 |
(99) |
|
|
Adjusted for: |
|
|
|
|
Bank interest receivable |
(88) |
(40) |
|
|
Bank interest payable |
221 |
349 |
|
|
Fair value movement in financial derivative instrument |
175 |
255 |
|
|
Equity-settled share-based payment income |
- |
(14) |
|
14 |
Depreciation: investment properties |
88 |
203 |
|
|
Impairment of investment in subsidiary |
4,402 |
- |
|
|
Gain on disposal of property, plant and equipment |
(221) |
- |
|
|
Gain on disposal of Ferry |
(3,608) |
- |
|
|
Corporation and deferred tax expense |
136 |
18 |
|
|
Cash and non-cash items |
1,105 |
771 |
|
|
Operating cash flow before changes in working capital |
7,079 |
672 |
|
|
Decrease in trade and other receivables |
(793) |
(20) |
|
|
Increase in trade and other payables |
1,128 |
97 |
|
|
Changes in working capital |
335 |
77 |
|
|
Cash generated from operations |
7,414 |
749 |
|
|
Corporation taxes (paid) / received |
(244) |
13 |
|
|
Net cash flow from operating activities |
7,170 |
762 |
|
|
Cash flow from investing activities |
|
|
|
|
Bank interest received |
88 |
40 |
|
|
Purchase of property, plant and equipment |
(4) |
- |
|
|
Disposal of property, plant and equipment |
18,471 |
- |
|
|
Disposal of subsidiary |
10,684 |
- |
|
|
Net cash flow from investing activities |
29,239 |
40 |
|
|
Cash flow from financing activities |
|
|
|
|
Liquidation of swap |
969 |
- |
|
|
Bank loan repaid |
(11,026) |
(597) |
|
|
Interest paid |
(221) |
(349) |
|
|
Cash outflows from long-term inter-company loans |
(1,573) |
(600) |
|
|
Cash (outflows) / inflows from short-term inter-company borrowing |
(4,879) |
1,325 |
|
|
Dividends paid |
(9,609) |
(2,097) |
|
|
Net cash flow from financing activities |
(26,339) |
(2,318) |
|
|
Net increase (decrease) in cash and cash equivalents |
10,070 |
(1,516) |
|
|
Cash and cash equivalents at start of year |
1,123 |
2,639 |
|
|
Cash and cash equivalents at end of year |
11,193 |
1,123 |
The accompanying notes form part of these Financial Statements.
Consolidated Statement of Changes in Shareholders' Equity
FOR THE YEAR ENDED 31 MARCH 2026
|
|
Equity share |
Share |
Other |
Retained |
Hedge |
Total |
|
Balance at 31 March 2024 |
1,251 |
17,590 |
703 |
25,613 |
(71) |
45,086 |
|
Loss for the year |
- |
- |
- |
(5,131) |
- |
(5,131) |
|
Amortisation of hedge reserve |
- |
- |
- |
- |
28 |
28 |
|
Deferred tax on derivative financial instruments and other financial liabilities |
- |
- |
- |
(32) |
- |
(32) |
|
Re-measurement of the defined benefit pension liability, net of tax |
- |
- |
- |
106 |
- |
106 |
|
Total comprehensive income |
- |
- |
- |
(5,057) |
28 |
(5,029) |
|
Transactions with owners in their capacity as owners |
|
|
|
|
|
|
|
Share based payments |
- |
- |
- |
(28) |
- |
(28) |
|
Dividends paid |
- |
- |
- |
(2,097) |
- |
(2,097) |
|
Total transactions with owners |
- |
- |
- |
(2,125) |
- |
(2,125) |
|
Balance at 31 March 2025 |
1,251 |
17,590 |
703 |
18,431 |
(43) |
37,932 |
|
Profit for the year |
|
|
|
5,682 |
|
5,682 |
|
Amortisation of hedge reserve |
- |
- |
- |
- |
43 |
43 |
|
Deferred tax on derivative financial instruments and other financial liabilities |
- |
- |
- |
25 |
- |
25 |
|
Re-measurement of the defined benefit pension liability, net of tax |
- |
- |
- |
(19) |
- |
(19) |
|
Total comprehensive Income |
- |
- |
- |
5,688 |
43 |
5,731 |
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
Dividends paid |
- |
- |
- |
(9,609) |
- |
(9,609) |
|
Total transactions with owners |
- |
- |
- |
(9,609) |
- |
(9,609) |
|
Balance at 31 March 2026 |
1,251 |
17,590 |
703 |
14,510 |
- |
34,054 |
The accompanying notes form part of these Financial Statements.
Company Statement of Changes in Shareholders' Equity
FOR THE YEAR ENDED 31 MARCH 2026
|
|
Equity share |
Share |
Other |
Retained |
Hedge |
Total equity |
|
Balance at 31 March 2024 |
1,251 |
17,590 |
5,389 |
17,486 |
(71) |
41,645 |
|
Loss for the year |
- |
- |
- |
(99) |
- |
(99) |
|
Amortisation of hedge reserve |
- |
- |
- |
- |
28 |
28 |
|
Total comprehensive income |
- |
- |
- |
(99) |
28 |
(71) |
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
Share based payments |
- |
- |
- |
(28) |
- |
(28) |
|
Dividends paid |
- |
- |
- |
(2,097) |
- |
(2,097) |
|
Total transactions with owners |
- |
- |
- |
(2,125) |
- |
(2,125) |
|
Balance at 31 March 2025 |
1,251 |
17,590 |
5,389 |
15,262 |
(43) |
39,449 |
|
Profit for the year |
- |
- |
- |
5,974 |
- |
5,974 |
|
Amortisation of hedge reserve |
- |
- |
- |
- |
43 |
43 |
|
Total comprehensive expense |
- |
- |
- |
5,974 |
43 |
6,017 |
|
Transactions with owners in their capacity as owners |
|
|
|
|
|
|
|
Dividends paid |
- |
- |
- |
(9,609) |
- |
(9,609) |
|
Total transactions with owners |
- |
- |
- |
(9,609) |
- |
(9,609) |
|
Balance at 31 March 2026 |
1,251 |
17,590 |
5,389 |
11,627 |
- |
35,857 |
The accompanying notes form part of these Financial Statements.
Notes to the Financial Statements
1. Accounting policies
General information
FIH group plc (the "Company") is a public company limited by shares incorporated and domiciled in the UK.
Reporting entity
The Group financial statements consolidate those of the Company and its subsidiaries (together referred to as the "Group"). The Parent Company financial statements present information about the Company as a separate entity and not about its Group. The consolidated financial statements of the Group for the year ended 31 March 2026 were authorised for issue in accordance with a resolution of the directors on 27 August 2026.
Basis of preparation
The financial information set out above does not constitute the Group's statutory accounts for the years ended 31 March 2026 or 2025 but is derived from those accounts. Statutory accounts for the year ended 31 March 2025 have been delivered to the registrar of companies, and those for the year ended 31 March 2026 will be delivered in due course. The auditor has reported on those accounts; their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498 (2) or (3) of the Companies Act 2006. These condensed preliminary financial statements have been prepared in accordance with the recognition and measurement requirements of UK-adopted international financial reporting standards in conformity with the requirements of the Companies Act 2006, in line with the Group's statutory accounts.
Both the Parent Company financial statements and the Group financial statements have been prepared in accordance with UK-adopted International Accounting Standards ("Adopted IFRS"). On publishing the Parent Company financial statements together with the Group financial statements, the Company is taking advantage of the exemption in s408 of the Companies Act 2006 not to present its individual income statement and related notes that form a part of the approved financial statements.
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these consolidated financial statements.
Judgements made by the directors in the application of these accounting policies that have a significant effect on the financial statements and estimates with a significant risk of material adjustment next year are discussed in note 31.
The financial statements are presented in pounds sterling, rounded to the nearest thousand and are prepared on the historical cost basis, as modified by the revaluation of certain financial instruments held at fair value.
The cash flows between the parent Company and its subsidiaries have been classified as either financing or investing activities, depending on whether they relate to subsidiaries in a net payable or net receivable position respectively.
Going concern
The directors are responsible for preparing a going concern assessment covering a period of at least 12 months with the directors having assessed the period to 31 March 2028 (the going concern period). The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
As at 31 March 2026 the Group had net current assets of £17.3 million, cash balances of £17.8 million and net debt after derivatives and lease liabilities of £0.7 million.
Cash flow forecasts for the Group have been prepared covering the going concern period and the directors have considered downside scenarios to the base case forecasts to reflect emerging risks and uncertainties as a result of global economic conditions. Both base and sensitised forecasts taken together with cash resources earmarked to support the Group indicate that the business has sufficient funds to meet liabilities and comply with covenants within the going concern period.
Consequently, the directors are confident that the Group and Company will have sufficient funds to continue to meet its liabilities as they fall due within the going concern period.
Non current assets held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as assets held for sale when their carrying amount is to be recovered principally through a sale transaction and a sale is considered highly probable. They are measured at the lower of carrying amount and fair value less costs to sell, with the exception of assets which are scoped out of the measurement requirements of IFRS 5 'Non-current assets held for sale and discontinued operations', for example financial assets, which continue to be measured in accordance with IFRS 9 'Financial instruments'. Where the carrying amount of a non- current asset or disposal group held for sale exceeds its fair value less costs to sell, a loss is recognised.
This is allocated firstly against any goodwill attributable to the disposal group, and then to other non-current assets in the disposal group that are in scope of IFRS 5's measurement requirements. Any excess loss remaining is recognised against the remaining assets of the disposal group as a whole. A component of the Group that is held for sale or disposed of is presented as a discontinued operation either when it is a subsidiary acquired exclusively with a view to resale; or it represents, or is part of a coordinated plan to dispose of, a separate major line of business or geographical area of operations. The net results of discontinued operations are presented separately in the consolidated income statement (and the comparatives restated).
Basis of consolidation
The consolidated financial statements comprise the financial statements of FIH group plc and its subsidiaries (the "Group"). A subsidiary is any entity FIH group plc has the power to control. Control is determined by FIH group plc's exposure or rights, to variable returns from its involvement with the subsidiary and the ability to affect those returns through its power over the subsidiary. The financial statements of subsidiaries are prepared for the same reporting period as the Parent Company. The accounting policies of subsidiaries have been changed, when necessary, to align them with the policies adopted by the Group.
Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group.
All intra-company balances and transactions, including unrealised profits arising from intra-group transactions, are eliminated in full in preparing the consolidated financial statements. Investments in subsidiaries within the Company balance sheet are stated at impaired cost.
Presentation of income statement
Due to the non-prescriptive nature under IFRS as to the format of the income statement, the format used by the Group is explained below.
Operating profit is the pre-finance profit of continuing activities and acquisitions of the Group, and in order to achieve consistency and comparability, is analysed to show separately the results of normal trading performance ("underlying profit"), individually significant charges and credits, changes in the fair value of financial instruments and non-trading items. Such items arise because of their size or nature.
In the year ended 31 March 2026, non-trading items comprised redundancy costs of £525,000, an impairment of goodwill relating to Momart of £2,077,000, a gain on disposal of Leyton of £221,000 and a gain on disposal of PHFC of £7,538,000 which is included with discontinued operations. In the year ended 31 March 2025, non-trading items comprised redundancy costs of £196,000. Fair value movements on hedging items are included as a non-trading finance income/cost.
Foreign currencies
Transactions in foreign currencies are translated to the functional currencies of Group entities at exchange rates ruling at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are retranslated to the functional currency using the relevant rates of exchange ruling at the balance sheet date and the gains or losses thereon are included in the income statement.
Non-monetary assets and liabilities are translated using the exchange rate at the date of the initial transaction.
Property, plant and equipment
Property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Cost comprises purchase price and directly attributable expenses. Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment.
The estimated useful lives are as follows:
|
Right to use assets |
5 - 50 years |
|
Freehold buildings |
20 - 50 years |
|
Long leasehold land and buildings |
50 years |
|
Vehicles, plant and equipment |
4 - 20 years |
|
Ships |
15 - 30 years |
|
|
|
The carrying value of assets and their useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. If an indication of impairment exists, the assets are written down to their recoverable amount and the impairment is charged to the income statement in the period in which it arises. Freehold land and assets under construction are not depreciated.
Investment properties - Group
Investment properties are properties held either to earn rental income or for capital appreciation or for both. Investment properties are measured at cost less accumulated depreciation and impairment losses. Cost comprises purchase price and directly attributable expenses. Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each property. The investment property portfolio in the Falkland Islands consists mainly of properties built by FIC, and these and the properties purchased are depreciated over an estimated useful life of 50 years.
Investment properties - Company
The investment property in the Company consisted of the Leyton site purchased in December 2018, with five warehouses which were rented to Momart. The purchase price allocated to land was not depreciated, and the purchase price allocated to each property was being depreciated on a straight-line basis over the expected useful life, after consideration of the age and condition of each property, down to an estimated residual value of nil. The property was sold during the year ended 31 March 2026 and the Company held no investment properties at 31 March 2026.
Joint Ventures
Jointly controlled entities are those entities over whose activities the Group has joint control, established by contractual agreement and requiring the joint venture partners' unanimous consent for strategic financial and operating decisions. FIH group plc has joint control over an investee when it has exposure or rights to variable returns from its involvement with the joint venture and has the ability to affect those returns through its joint power over the entity.
Jointly controlled entities are accounted for using the equity method (equity accounted investees) and are initially recognised at cost. The consolidated financial statements include the Group's share of the total comprehensive income and equity movements of equity accounted investees, from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the Group's share of losses exceeds its interest in an equity accounted investee, the Group's carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of an investee.
Intangible assets
Goodwill
Goodwill arises on the acquisition of subsidiaries and businesses.
Acquisitions prior to 1 April 2006
In respect of acquisitions prior to transition to IFRS, goodwill is recorded on the basis of deemed cost, which represents the amount recorded under previous Generally Accepted Accounting Principles ("GAAP") as at the date of transition. Goodwill is not amortised but reviewed for impairment annually, or more frequently, if events or changes in circumstances indicate that the carrying value may be impaired. At 31 March 2026, all goodwill arising on acquisitions prior to 1 April 2006 has either been offset against other reserves on acquisition, or written off through the income statement as an impairment in prior years.
Acquisitions on or after 1 April 2006
Goodwill on acquisition is initially measured at cost, being the excess of the cost of the business combination over the acquirer's interest in the fair value of the identifiable assets, liabilities and contingent liabilities of the acquired business. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is not amortised but reviewed for impairment annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. Amortisation is charged to the income statement on a straight-line basis over the estimated useful lives of intangible assets unless such lives are indefinite. Other intangible assets are amortised from the date they are available for use. In the year ended 31 March 2014, the directors reviewed the life of the brand name at Momart and after consideration of its strong reputation in a niche market and its history of stable earnings and cash flow, which is expected to continue into the foreseeable future, determined that its useful life is indefinite, and amortisation ceased from 1 October 2013.
Computer software
Acquired computer software is capitalised as an intangible asset on the basis of the cost incurred to acquire and bring the specific software into use. Amortisation is charged to the income statement on a straight-line basis over the estimated useful lives of intangible assets from the date that they are available for use. The estimated useful life of computer software is seven years.
Impairment of non-financial assets
At each reporting date the Group assesses whether there is any indication that an asset may be impaired. Goodwill and intangible assets with indefinite lives are tested for impairment, at least annually. Where an indicator of impairment exists or the asset requires annual impairment testing, the Group makes a formal estimate of the recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. Impairment losses are recognised in the income statement.
Recoverable amount is the greater of an asset's or cash-generating unit's fair value, less cost to sell or value in use. It is determined for an individual asset, unless the asset's value in use cannot be estimated and it does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case the recoverable amount is determined for the cash-generating unit to which the asset belongs. In assessing value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and risks specific to the asset.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses are reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Finance income and expense
Net financing costs comprise interest payable and interest receivable which are recognised in the income statement. Interest income and interest payable are recognised as a profit or loss as they accrue, using the effective interest method.
Employee share awards
The Group provides benefits to certain employees (including directors) in the form of share-based payment transactions, whereby the recipient renders service in return for shares or rights over future shares ("equity settled transactions"). The cost of these equity settled transactions with employees is measured by reference to an estimate of their fair value at the date on which they were granted using an option input pricing model taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is adjusted to reflect the actual number of share options for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the number of share options that meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with market performance vesting conditions, the grant date fair value of the share-based payments is measured to reflect such conditions and there is no true up for differences between expected and actual outcomes.
The cost of equity settled transactions is recognised, together with a corresponding increase in reserves, over the period in which the performance conditions are fulfilled, ending on the date that the option vests. Where the Company grants options over its own shares to the employees of subsidiaries, it recognises, in its individual financial statements, an increase in the cost of investment in its subsidiaries equal to the equity settled share-based payment charge recognised in its consolidated financial statements with the corresponding credit being recognised directly in equity.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost includes all costs incurred in bringing each product to its present location and condition. The cost of raw materials, consumables and goods for resale comprises purchase cost, on a weighted average basis and where applicable includes expenditure incurred in transportation to the Falkland Islands. Work-in-progress and finished goods cost includes direct materials and labour plus attributable overheads based on a normal level of activity. Construction-in-progress is stated at the lower of cost and net realisable value. Net realisable value is estimated at selling price in the ordinary course of business less costs of disposal.
Pensions
Defined contribution pension schemes
The Group operates defined contribution schemes at and Momart, and at FIC employees are enrolled in the Falkland Islands Pension Scheme ("FIPS"). The assets of all these schemes are held separately from those of the Group in independently administered funds. The amount charged to the income statement represents the contributions payable to the schemes in respect to the accounting period.
Defined benefit pension schemes
The Group has one pension scheme providing benefits based on final pensionable pay, which is unfunded and closed to further accrual. The Group's net obligation in respect of the defined benefit pension plan is calculated by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to its present value. The liability discount rate is the yield at the balance sheet date on AA credit-rated bonds that have maturity dates approximating the terms of the Group's obligations. The calculation is performed by a qualified actuary using the projected unit credit method.
The current service cost and costs from settlements and curtailments are charged against operating profit. Past service costs are recognised immediately within profit and loss. The net interest cost on the defined benefit liability for the period is determined by applying the discount rate used to measure the defined benefit obligation at the end of the period to the net defined benefit liability at the beginning of the period. It takes into account any changes in the net defined benefit liability during the period. Re-measurements of the defined benefit pension liability are recognised in full in the period in which they arise in the statement of comprehensive income.
Trade and other receivables
Trade receivables are initially recorded at transaction price and are subsequently carried at amortised cost, less provision for impairment. Any change in their value through impairment or reversal of impairment is recognised in the income statement.
Trade and other payables
Trade and other payables are non-interest bearing and are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
Dividends
Dividends unpaid at the balance sheet date are only recognised as liabilities at that date to the extent that they are appropriately authorised and are no longer at the discretion of the Company.
Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash balances and call deposits with an original maturity of three months or less.
Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less directly attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost and redemption value being recognised in the income statement over the period of the borrowings on an effective interest basis.
Taxation
Taxation on the profit or loss for the year comprises current and deferred tax. Current tax is recognised in the income statement, except to the extent that it relates to items recognised directly in equity, in which case it is recognised directly in equity or in other comprehensive income. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted, or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary timing differences are not recognised:
• Goodwill not deductible for tax purposes; and
• Initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits.
• Temporary differences related to investments in subsidiaries, to the extent that it is probable that they will not reverse in the foreseeable future.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Deferred tax is recognised at the tax rates that are expected to be applied to the temporary differences when they reverse, based on rates that have been enacted or substantially enacted by the reporting date.
Cash-flow hedges
The effective portions of changes in the fair values of derivatives that are designated and qualify as cash-flow hedges are recognised in equity. The gain or loss to any ineffective portion is recognised immediately in the income statement. Amounts accumulated in the hedging reserve are recycled to the income statement in the periods when the hedged items will affect profit or loss.
Revenue recognition
IFRS 15 Revenue, requires revenue to be recognised under a 'five-step' approach when a customer obtains control of goods or services in line with the performance obligations identified on the contract. Under IFRS 15, revenue recognition must reflect the standard's five-step approach which requires the following:
• Identification of the contract with the customer;
• Identification of the performance obligations in the contract;
• Determination of the transaction price;
• Allocation of the transaction price to the performance obligations;
• Recognition of the revenue when (or as) each performance obligation is satisfied.
In accordance with the standard, revenue is recognised, net of discounts, VAT, Insurance Premium Tax and other sales related taxes, either at the point in time a performance obligation has been satisfied or over time as control of the asset associated with the performance obligation is transferred to the customer.
For all contracts identified, the Group determines if the arrangement with the customer creates enforceable rights and obligations. For contracts with multiple components to be delivered, such as the inbound and outbound leg of moving art exhibitions as well as delivering, handling and administration services, management applies judgement to consider whether those promised goods and services are:
• distinct - to be accounted for as separate performance obligations;
• not distinct - to be combined with other promised goods or services until a bundle is identified that is distinct; or
• part of a series of distinct goods and services that are substantially the same and have the same pattern of transfer to the customer.
At contract inception the total transaction price is identified, being the amount to which the Group expects to be entitled and to which it has present enforceable rights under the contract. Once the total transaction price is determined, the Group allocates this to the identified performance obligations in proportion to their relative standalone selling prices and revenue is then recognised when (or as) those performance obligations are satisfied.
Discounts are allocated proportionally across all performance obligations in the contract unless directly observable evidence exists that the discount relates to one or more, but not all, performance obligations.
For each performance obligation, the Group determines if revenue will be recognised over time or at a point in time. For each performance obligation to be recognised over time, the Group applies a revenue recognition method that faithfully depicts the Group's performance in transferring control of the goods or services to the customer. This decision requires assessment of the nature of the goods or services that the Group has promised to transfer to the customer.
Revenue streams of the Group
The revenues streams of the Group have been analysed and considered in turn.
Retail revenues arising from the sale of goods and recognised at the point of sale
The retail revenues in the Falkland Islands arise from the sale of goods in the retail outlets and the sale of vehicles and parts at Falklands 4x4, are recognised at the point of sale, which is usually at the till, when the goods are paid for by cash or credit or debit card. A finance lease receivable arises on the sale of goods when the Group provides finance for the purchases as the Group is considered under IFRS 16, to be a dealer lessor.
Housing revenue is generally recognised on completion of the single performance obligation of supplying a house, once the keys are handed over on legal completion. However, larger contracts such as the construction of houses for FIG and the MOD are treated as long term construction contracts as detailed below.
Transportation of art
In the UK, Momart earns revenue from fine art logistical services (transport, installations or de-installations) and storage services. Revenue is recognised for logistical services completed. Momart classifies this income into either Museum Exhibitions revenue, which includes the income from UK and International museums, or Gallery Services revenue, which includes revenue earned from art galleries and auction houses. Inbound and outbound installations are treated as separate obligations. Revenue is recognised when the service is completed.
Revenues arising from the rendering of services and recognised over a period of time
Storage of art
Storage revenue is recognised according to the time in storage, as reflected in storage agreements.
Long term construction contracts
Revenue from long term construction contracts is recognised under IFRS 15 by the application of the input method on the basis that the nature of the construction contracts which the Group typically enters into is such that work performed creates or enhances an asset which the customer controls. Construction contract revenue is measured using the direct measurement of the goods or services provided to date, including materials and labour. Un-invoiced amounts are presented as contract assets and amounts invoiced in advance of delivery are presented as contract liabilities.
Where a modification is required, the Group assesses the nature of the modification and whether it represents a separate performance obligation required to be satisfied by the Group or whether it is a modification to the existing performance obligation.
Other revenues recognised over time
Other revenues recognised over time, include rental income from the rental property portfolio at FIC, which is recognised monthly as the properties are occupied, and car hire income which is recognised over the hire period.
The majority of revenues recognised immediately from the rendering of services arose from the PHFC fare income which has been classified as a discontinued operation. Fare income was taken on a daily basis for daily tickets. Season tickets were available, however the revenue earned from these was negligible as most passengers purchased daily tickets. Quarterly and monthly season tickets were recognised over the life of the ticket with a balance held in deferred income.
Other revenues arising from the rendering of services and recognised immediately include:
• Agency services provided to cruise or fishing vessels for supplying provisions, trips to and from the airport and medical evacuations;
• Third party port services;
• Car maintenance revenue, which generally arises on short term jobs;
• Penguin travel income earned from tourist tours and airport trips, which is recognised on the day of the tour or airport trip;
• Third party freight revenue, which is recognised when the ship arrives in the Falkland Islands;
• Insurance commission earned by FIC for providing insurance services in the Falkland Islands under the terms of an agency agreement with Caribbean Alliance. The insurance commission is recognised in full on inception of each policy, offset by a refund liability held within accruals, for the expected refunds over the next year calculated from a review of the historic refunded premiums.
IFRS 9 Financial instruments
Impairment
Financial assets, which include trade debtors and finance lease receivables, are held initially at cost. IFRS 9 mandates the use of an expected credit loss model to calculate impairment losses rather than an incurred loss model, and therefore it is not necessary for a credit event to have occurred before credit losses are recognised.
The Group has elected to measure loss allowances utilising probability-weighted estimates of credit losses for trade receivables at an amount equal to lifetime expected credit losses.
IFRS 16 Leases
The Group has applied IFRS 16 in accounting for leases as follows.
At inception of a contract, the Group assesses whether it is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group uses the definition of a lease in IFRS 16.
IFRS 16 determines whether a contract contains a lease on the basis of whether the customer has the right to control the use of an identified asset for a period of time in exchange for consideration. This is in contrast to the focus on 'risks and rewards' in IAS 17. The Group applies the definition of a lease and related guidance set out in IFRS 16 to all lease contracts entered into or changed on or after 1 January 2019 (whether it is a lessor or a lessee in the lease contract).
Sale and leaseback
Where the Group sells and immediately reacquires use of an asset by entering into a lease with the buyer, a lease liability is recognised, the associated property is dercognised, and a right of use asset is recognised at the proportion of the carrying value relating to the right of use retained. Any gain or loss arising relates to the rights transferred to the buyer.
(a) As a lessee
The Group:
a) Recognises right-of-use assets and lease liabilities in the consolidated balance sheet, initially measured at the present value of the future lease payments;
b) Recognises depreciation of right-of-use assets and interest on lease liabilities in the consolidated income statement;
c) Separates the total amount of cash paid into a principal portion (presented within financing activities) and interest (presented within financing activities) in the consolidated cash flow statement.
Lease incentives (e.g. rent-free periods) are recognised as part of the measurement of the right-of-use assets and lease liabilities.
For short-term leases (lease term of 12 months or less) and leases of low-value assets (which includes tablets and personal computers, small items of office furniture and telephones), the Group has opted to recognise a lease expense on a straight-line basis as permitted by IFRS 16. This expense is presented within 'other expenses' in profit or loss.
Right-of-use assets are tested for impairment in accordance with IAS 36 as specified by IFRS16.
(b) As a lessor
In accordance with IFRS 16, leases where the Group is a lessor continue to be classified as either finance leases or operating leases and are accounted for differently.
When goods are purchased on finance, a finance lease receivable is recorded in FIC and the goods are removed from the balance sheet when the finance lease agreements are signed and instead, a receivable due from the customer is recorded, as the title of the vehicle, or other goods, such as furniture, white goods or other electrical items, are deemed to have passed to the customer at that point.
Finance lease receivables are shown in the balance sheet under current assets to the extent they are due within one year, and under non-current assets to the extent that they are due after more than one year, and are stated at the value of the net investment in the agreements. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the Group's net investment outstanding in respect of the leases.
The FIC rental property agreements which are only ever for a maximum of 12 months, and with titles that will never pass to the customer, continue to be classified as operating leases. Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term. The rental property portfolio, which is held for leasing out under operating leases is included in investment property at cost less accumulated depreciation and impairment losses.
Standards and revisions not yet adopted in the year to 31 March 2026
Other than IFRS 18, no standards, interpretations or amendments that are not yet effective are expected to have a material impact on the financial statements of the Group or Company.
2. Segmental Information Analysis
The Group was previously organised into three operating segments. Following the disposal of PHFC during the year ended 31 March 2026, the Group now operates through two continuing operating segments, and information on these segments is reported to the chief operating decision maker ("CODM") for the purposes of resource allocation and assessment of performance. The CODM has been identified as the executive directors.
The operating segments offer different products and services and are determined by business type: goods and essential services in the Falkland Islands and art logistics and storage. The discontinued ferry operations are presented separately from continuing operations. Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Segment capital expenditure is the total cost incurred during the period to acquire property, plant and equipment and intangible assets other than goodwill and any other assets purchased through the acquisition of a business.
|
2026 |
General |
Art Logistics |
Unallocated |
Total |
Discontinued |
Total |
|
Revenue |
21,259 |
16,150 |
- |
37,409 |
4,018 |
41,427 |
|
Segment operating profit / (loss) before non-trading items |
897 |
(594) |
- |
303 |
812 |
1,115 |
|
Non-trading items |
(133) |
(392) |
(1,856) |
(2,381) |
7,538 |
5,157 |
|
Profit / (loss) before net financing costs |
764 |
(986) |
(1,856) |
(2,078) |
8,350 |
6,272 |
|
Finance income |
44 |
44 |
- |
88 |
- |
88 |
|
Finance expense |
(53) |
(654) |
(175) |
(882) |
(195) |
(1,077) |
|
Segment profit / (loss) before tax |
755 |
(1,596) |
(2,031) |
(2,872) |
8,155 |
5,283 |
|
Assets and liabilities |
|
|
|
|
|
|
|
Segment assets |
29,106 |
24,323 |
12,035 |
65,464 |
- |
65,464 |
|
Segment liabilities |
(8,036) |
(22,225) |
(1,149) |
(31,410) |
- |
(31,410) |
|
Segment net assets |
21,070 |
2,098 |
10,886 |
34,054 |
- |
34,054 |
|
Other segment information |
|
|
|
|
|
|
|
Capital expenditure: |
|
|
|
|
|
|
|
Property, plant and equipment |
468 |
148 |
4 |
620 |
87 |
707 |
|
Investment properties |
30 |
- |
- |
30 |
- |
30 |
|
Computer software |
- |
27 |
- |
27 |
- |
27 |
|
Total Capital expenditure |
498 |
175 |
4 |
677 |
87 |
764 |
|
Depreciation and amortisation: |
|
|
|
|
|
|
|
Property, plant and equipment |
965 |
539 |
88 |
1,592 |
352 |
1,944 |
|
Investment properties |
211 |
- |
- |
211 |
- |
211 |
|
Computer software |
46 |
38 |
- |
84 |
- |
84 |
|
Right of use assets |
26 |
755 |
- |
781 |
123 |
904 |
|
Total Depreciation and Amortisation |
1,248 |
1,332 |
88 |
2,668 |
475 |
3,143 |
|
Underlying profit / (loss) |
|
|
|
|
|
|
|
Segment operating profit / (loss) before non-trading items |
897 |
(594) |
- |
303 |
812 |
1,115 |
|
Interest income |
44 |
44 |
- |
88 |
- |
88 |
|
Interest expense |
(53) |
(654) |
- |
(707) |
(195) |
(902) |
|
Underlying profit / (loss) before tax |
888 |
(1,204) |
- |
(316) |
617 |
301 |
|
|
||||||
|
2025 |
General |
Art Logistics |
Unallocated |
Total |
Discontinued |
Total |
|
Revenue |
17,002 |
19,568 |
- |
36,570 |
4,280 |
40,850 |
|
Segment operating (loss) / profit before non-trading items |
(7,349) |
1,054 |
- |
(6,295) |
756 |
(5,539) |
|
Non-trading items |
(128) |
(68) |
- |
(196) |
- |
(196) |
|
(Loss) / profit before net financing costs |
(7,477) |
986 |
- |
(6,491) |
756 |
(5,735) |
|
Finance income |
12 |
16 |
- |
28 |
12 |
40 |
|
Finance expense |
(68) |
(396) |
(255) |
(719) |
(235) |
(954) |
|
Segment (loss) / profit before tax |
(7,533) |
606 |
(255) |
(7,182) |
533 |
(6,649) |
|
Assets and liabilities |
|
|
|
|
|
|
|
Segment assets |
29,247 |
31,198 |
2,274 |
62,719 |
9,104 |
71,823 |
|
Segment liabilities |
(9,947) |
(16,169) |
(1,475) |
(27,591) |
(6,300) |
(33,891) |
|
Segment net assets |
19,300 |
15,029 |
799 |
35,128 |
2,804 |
37,932 |
|
Other segment information |
|
|
|
|
|
|
|
Capital expenditure: |
|
|
|
|
|
|
|
Property, plant and equipment |
528 |
825 |
6 |
1,359 |
130 |
1,489 |
|
Investment properties |
10 |
- |
- |
10 |
- |
10 |
|
Computer software |
25 |
24 |
- |
49 |
- |
49 |
|
Total Capital expenditure |
563 |
849 |
6 |
1,418 |
130 |
1,548 |
|
Depreciation and amortisation: |
|
|
|
|
|
|
|
Property, plant and equipment |
912 |
351 |
206 |
1,469 |
369 |
1,838 |
|
Investment properties |
217 |
- |
- |
217 |
- |
217 |
|
Computer software |
8 |
34 |
- |
42 |
- |
42 |
|
Right of use assets |
- |
409 |
24 |
433 |
132 |
565 |
|
Total Depreciation and amortisation |
1,137 |
794 |
230 |
2,161 |
501 |
2,662 |
|
Underlying profit / (loss) |
|
|
|
|
|
|
|
Segment operating (loss) / profit before non-trading items |
(7,349) |
1,054 |
- |
(6,295) |
756 |
(5,539) |
|
Interest income |
12 |
16 |
- |
28 |
12 |
40 |
|
Interest expense |
(68) |
(396) |
- |
(464) |
(235) |
(699) |
|
Underlying (loss) / profit before tax |
(7,405) |
674 |
- |
(6,731) |
533 |
(6,198) |
|
|
||||||
The £12,035,000 (2025: £2,274,000) unallocated assets above include £11,193,000 (2025: £1,123,000) of cash, £nil (2025: £1,101,000) of derivative financial instruments and £843,000 (2025: £50,000) of trade and other receivables held in FIH group plc. (Note 20).
The £1,149,000 (2025: £1,475,000) unallocated liabilities above consist of accruals and tax balances held within FIH group plc.
3. Geographical analysis
The tables below analyse revenue and other information by geography:
|
2026 |
United |
Falkland |
Total |
|
Revenue (by source) - continuing operations |
16,150 |
21,259 |
37,409 |
|
Revenue (by source) - discontinued operations |
4,018 |
- |
4,018 |
|
Assets and Liabilities: |
|
|
|
|
Non-current segment assets, excluding deferred tax - continuing operations |
19,985 |
15,739 |
35,724 |
|
Capital expenditure - continuing operations |
179 |
498 |
677 |
|
Capital expenditure - discontinued operations |
87 |
- |
87 |
|
2025 |
United |
Falkland |
Total |
|
Revenue (by source) - continuing operations |
19,568 |
17,002 |
36,750 |
|
Revenue (by source) - discontinued operations |
4,280 |
- |
4,280 |
|
Assets and Liabilities: |
|
|
|
|
Non-current segment assets, excluding deferred tax - continuing operations |
34,944 |
16,503 |
51,447 |
|
Capital expenditure - continuing operations |
855 |
563 |
1,418 |
|
Capital expenditure - discontinued operations |
130 |
- |
130 |
4. Revenue
|
2026 |
Sale of goods |
Rendering |
Rendering |
Total Revenue |
|
Falkland Islands: |
|
|
|
|
|
Retail sales |
9,266 |
- |
- |
9,266 |
|
Falkland 4x4 sales |
2,634 |
332 |
521 |
3,487 |
|
FBS (housing and construction) |
317 |
- |
3,746 |
4,063 |
|
Support Services |
- |
2,457 |
848 |
3,305 |
|
Rental property income |
- |
- |
1,138 |
1,138 |
|
FIC (Falkland Islands) |
12,217 |
2,789 |
6,253 |
21,259 |
|
Art logistics and storage |
- |
13,162 |
2,988 |
16,150 |
|
Revenue - continuing operations |
12,217 |
15,951 |
9,241 |
37,409 |
|
Revenue - discontinued operations |
- |
4,018 |
- |
4,018 |
|
Revenue - total operations |
12,217 |
19,969 |
9,241 |
41,427 |
|
2025 |
Sale of goods |
Rendering |
Rendering |
Total Revenue |
|
Falkland Islands: |
|
|
|
|
|
Retail sales |
10,116 |
- |
- |
10,116 |
|
Falkland 4x4 sales |
1,747 |
383 |
588 |
2,718 |
|
FBS (housing and construction) |
100 |
- |
(183) |
(83) |
|
Support Services |
- |
2,414 |
844 |
3,258 |
|
Rental property income |
- |
- |
993 |
993 |
|
FIC (Falkland Islands) |
11,963 |
2,797 |
2,242 |
17,002 |
|
Art logistics and storage |
- |
16,671 |
2,897 |
19,568 |
|
Revenue - continuing operations |
11,963 |
19,468 |
5,139 |
36,570 |
|
Revenue - discontinued operations |
- |
4,280 |
- |
4,280 |
|
Revenue - total operations |
11,963 |
23,748 |
5,139 |
40,850 |
5. Non-trading items
|
|
2026 |
2025 |
|
Loss before tax as reported |
(2,872) |
(7,182) |
|
Non-trading items: |
|
|
|
Restructuring costs |
525 |
196 |
|
Gain on Sale of Leyton |
(221) |
- |
|
Impairment of Momart Goodwill |
2,077 |
- |
|
Total non-trading items |
2,381 |
- |
|
|
(491) |
(6,986) |
|
Movements in fair value of the financial instruments |
175 |
255 |
|
Underlying loss before tax |
(316) |
(6,731) |
Restructuring costs comprise redundancy and other people-related costs.
6. Expenses and auditor's remuneration
The following expenses have been included in the profit and loss:
|
|
2026 |
2025 |
|
Direct operating expenses of rental properties |
372 |
420 |
|
Depreciation |
2,584 |
2,118 |
|
Amortisation of computer software |
84 |
42 |
|
Impairment of goodwill |
2,077 |
- |
|
Foreign currency loss |
25 |
40 |
|
Movement in expected credit loss on trade and other receivables |
34 |
(95) |
|
Cost of inventories recognised as an expense |
9,712 |
11,970 |
Auditor's remuneration
|
|
2026 |
2025 |
|
Audit of these financial statements |
127 |
109 |
|
Audit of subsidiaries' financial statements pursuant to legislation |
168 |
207 |
|
Total auditor's remuneration |
295 |
316 |
Additional items of expenditure not covered above or within staff costs (note 7) which are recognised within operating profit for the year include legal and professional fees, insurance and recruitment costs.
7. Staff numbers and cost
The average number of persons employed by the Group (including directors) during the year, analysed by category, was as follows:
|
|
|
Number of employees |
Number of employees |
||
|
|
|
2026 |
2025 |
2026 |
2025 |
|
Falkland Islands: |
in Stanley |
199 |
203 |
- |
- |
|
|
in UK |
6 |
6 |
- |
- |
|
Art logistics & storage |
|
133 |
144 |
- |
- |
|
Head office |
|
3 |
3 |
3 |
2 |
|
Total average staff numbers |
341 |
356 |
3 |
2 |
|
The aggregate payroll cost of these persons was as follows:
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Wages and salaries |
14,494 |
14,214 |
1,512 |
805 |
|
Share-based payments (see note 25) |
- |
(14) |
- |
(28) |
|
Social security costs |
1,249 |
1,017 |
192 |
96 |
|
Contributions to defined contribution plans (see note 24) |
466 |
515 |
31 |
33 |
|
Total employment costs |
16,209 |
15,732 |
1,735 |
906 |
Details of audited directors' remuneration are provided in the Directors' Remuneration Report, which forms part of these audited financial statements, under the heading 'Details of Directors' Remuneration and Emoluments'.
8. Finance income and expense
|
|
2026 |
2025 |
|
Bank interest receivable |
88 |
28 |
|
Total finance income |
88 |
28 |
|
Interest payable on bank loans |
(213) |
(351) |
|
Movements in fair value of derivative financial instrument |
(175) |
(255) |
|
Net interest cost on the FIC defined benefit pension scheme liability |
(53) |
(68) |
|
Lease liabilities finance charge |
(441) |
(45) |
|
Total finance expense |
(882) |
(719) |
|
Net finance expense |
(794) |
(691) |
9. Taxation
Recognised in the income statement
|
Continuing Operations |
2026 |
2025 |
|
Current tax expense |
|
|
|
Current year |
125 |
85 |
|
Adjustments for prior years |
(35) |
(24) |
|
Current tax expense |
90 |
61 |
|
Deferred tax expense |
|
|
|
Origination and reversal of temporary differences |
(867) |
(1,783) |
|
Adjustments for prior years |
134 |
(53) |
|
Deferred tax income (see note 18) |
(733) |
(1,836) |
|
Total tax income |
(643) |
(1,775) |
|
Discontinued Operations |
2026 |
2025 |
|
Current tax expense |
|
|
|
Current year |
288 |
206 |
|
Adjustments for prior years |
- |
74 |
|
Current tax expense |
288 |
280 |
|
Deferred tax expense |
|
|
|
Origination and reversal of temporary differences |
(44) |
(27) |
|
Adjustments for prior years |
- |
4 |
|
Deferred tax income (see note 18) |
(44) |
(23) |
|
Total tax expense |
244 |
257 |
Reconciliation of the effective tax rate
|
|
2026 |
2025 |
|
Profit / (loss) before tax from total operations |
5,283 |
(6,649) |
|
Tax using the UK corporation tax rate of 25% (2025: 25%) |
1,321 |
(1,662) |
|
Expenses not deductible for tax purposes |
542 |
206 |
|
Non-taxable income |
(2,364) |
- |
|
Losses carried back |
4 |
4 |
|
Effect of increase in rate of deferred tax |
- |
(67) |
|
Adjustments to tax charge in respect of previous periods |
98 |
1 |
|
Total tax income |
(399) |
(1,518) |
Tax recognised directly and other comprehensive income
|
|
2026 |
2025 |
|
Movement on deferred tax asset relating to the pension scheme |
(6) |
37 |
|
Deferred tax on derivative financial instruments and other financial liabilities |
(25) |
32 |
|
Deferred tax expense recognised directly in other comprehensive income |
(31) |
69 |
In the UK, deferred tax has been calculated at 25% (2025: 25%).
The deferred tax assets and liabilities in FIC have been calculated at the Falkland Islands' tax rate of 26% (2025: 26%).
10. Discontinued Operations and Subsidiary Disposals
The sale of the PHFC division completed on 28 February 2026. Total consideration paid was £11.6 million cash on completion.
As a result, the operations of PHFC have been classified as discontinued operations in accordance with IFRS 5. The results of the discontinued operations are summarised below:
|
Income Statement Ferry Services (Portsmouth) |
2026 |
2025 |
|
Revenue |
4,018 |
4,280 |
|
Cost of sales |
(1,701) |
(1,789) |
|
Gross profit |
2,317 |
2,491 |
|
Administrative expenses |
(1,505) |
(1,735) |
|
Operating profit |
812 |
756 |
|
Finance costs |
(195) |
(223) |
|
Profit before tax |
617 |
533 |
|
Taxation |
(244) |
(257) |
|
Profit after tax |
373 |
276 |
|
Gain on disposal |
7,538 |
- |
|
Profit after tax from discontinued operations |
7,911 |
276 |
Details of the sale of discontinued operations
|
Detail of sale of discontinued operations |
£'000 |
|
Total disposal consideration, net of cash held and costs of disposal |
9,400 |
|
Carrying amount of net assets sold |
(1,862) |
|
Gain on sale before income tax |
7,538 |
|
Income tax expense on gain |
- |
|
Gain on sale after income tax |
7,538 |
Assets and liabilities of discontinued operations:
The carrying amount of assets and liabilities as at the date of sale were as follows:
|
|
28 February |
|
Property, plant and equipment |
7,906 |
|
Inventories |
62 |
|
Trade and other receivables |
94 |
|
Total assets |
8,062 |
|
Trade and other payables |
(542) |
|
Interest bearing loans and liabilities |
(4,427) |
|
Deferred tax |
(1,231) |
|
Total liabilities |
(6,200) |
|
Total net assets |
1,862 |
11. Earnings per share
The calculation of basic earnings per share is based on profits on ordinary activities after taxation, and the weighted average number of shares in issue in the period.
The calculation of diluted earnings per share is based on profits on ordinary activities after taxation and the weighted average number of shares in issue in the period, adjusted to assume the full issue of share options outstanding, to the extent that they are dilutive.
|
|
2026 |
2025 |
|
Loss on ordinary activities after taxation from continuing operations |
(2,229) |
(5,407) |
|
Profit on ordinary activities after taxation from discontinued operations |
7,911 |
276 |
|
Profit / (Loss) on ordinary activities after taxation from total operations |
5,682 |
(5,131) |
|
|
2026 |
2025 |
|
Average number of shares in issue |
12,519,900 |
12,519,900 |
|
Diluted weighted average number of shares |
12,519,900 |
12,519,900 |
|
|
2026 |
2025 |
|
Basic earnings per share from continuing operations |
(17.8p) |
(43.2)p |
|
Diluted earnings per share from continuing operations |
(17.8p) |
(43.2)p |
|
Basic earnings per share from total operations |
45.4p |
(41.0)p |
|
Diluted earnings per share from total operations |
45.4p |
(41.0)p |
To provide a comparison of earnings per share on underlying performance, the calculation below sets out basic and diluted earnings per share based on underlying profits.
Earnings per share on underlying loss
|
|
2026 |
2025 |
|
Underlying loss before tax from continuing operations (see note 5) |
(316) |
(6,731) |
|
Underlying taxation |
4 |
1,663 |
|
Underlying loss from continuing operations |
(312) |
(5,068) |
|
Effective tax rate |
1.3% |
24.7% |
|
Weighted average number of shares in issue (from above) |
12,519,900 |
12,519,900 |
|
Diluted weighted average number of shares (from above) |
12,519,900 |
12,519,900 |
|
Basic earnings per share on underlying (loss) / profit |
(2.5p) |
(40.5p) |
|
Diluted earnings per share on underlying (loss) / profit |
(2.5p) |
(40.5p) |
12. Intangible assets
|
|
Computer |
Brand name |
Goodwill |
Total |
|
Cost: |
|
|
|
|
|
At 1 April 2024 |
839 |
2,823 |
11,576 |
15,238 |
|
Additions |
49 |
- |
- |
49 |
|
At 31 March 2025 |
888 |
2,823 |
11,576 |
15,287 |
|
Additions |
27 |
- |
- |
27 |
|
Disposals |
(37) |
- |
- |
(37) |
|
At 31 March 2026 |
878 |
2,823 |
11,576 |
15,277 |
|
Accumulated amortisation and impairment: |
|
|
|
|
|
At 1 Apr 2024 |
584 |
785 |
9,462 |
10,831 |
|
Amortisation |
42 |
- |
- |
42 |
|
At 31 March 2025 |
626 |
785 |
9,462 |
10,873 |
|
Amortisation |
84 |
- |
- |
84 |
|
Impairment |
- |
- |
2,077 |
2,077 |
|
Disposals |
(37) |
- |
- |
(37) |
|
At 31 March 2026 |
673 |
785 |
11,539 |
12,997 |
|
Net book value: |
|
|
|
|
|
At 31 March 2025 |
262 |
2,038 |
2,114 |
4,414 |
|
At 31 March 2026 |
205 |
2,038 |
37 |
2,280 |
Amortisation and impairment charges are recognised in operating expenses in the income statement. The Momart brand name has a carrying value of £2,038,000 and is considered to be of future economic value to the Group with an estimated indefinite useful economic life. It is reviewed annually for impairment as part of the Art Logistics and Storage review.
Goodwill
Goodwill is allocated to the Group's Cash Generating Units (CGUs) which principally comprise its business segments. A segment level summary of goodwill for each cash-generating-unit is shown below:
|
|
Art Logistics |
Falkland |
Total |
|
Goodwill at 1 April 2024 |
2,077 |
37 |
2,114 |
|
Goodwill at 31 March 2025 |
2,077 |
37 |
2,114 |
|
Goodwill at 31 March 2026 |
- |
37 |
37 |
Impairment
The Group tests material goodwill and indefinite lived intangible assets annually for impairment or more frequently if there are indications that goodwill and/or indefinite life assets might be impaired. An impairment test is a comparison of the carrying value of the assets of a CGU to their recoverable amounts based on the higher of a value-in-use calculation and fair value less costs to sell. Goodwill is impaired when the recoverable amount is less than the carrying value.
The Art Logistics and Storage CGU is tested for impairment annually, as it contains goodwill and indefinite lived intangible assets. In addition, an impairment review was performed at the half year due to the presence of an impairment indicator. An impairment charge of £2,077,000 was recognised in respect of goodwill allocated to the Art Logistics and Storage CGU. The impairment charge has been recognised within operating expenses in the income statement. The recoverable amount for this assessment was determined using the value in use for the Art Logistics and Storage CGU determined at that time. At the year end the annual impairment review was performed to assess the carrying value of the indefinite lived intangible assets. The recoverable value used for that assessment was determined using the fair value less costs to sell of the CGU. This showed significant headroom and therefore no further impairment was recorded.
13. Property, plant and equipment
|
|
|
|
Group |
|
|
|
|
|
Right of use |
Freehold |
Long |
Ships |
Vehicles, |
Total |
|
Cost: |
|
|
|
|
|
|
|
At 1 April 2024 |
9,939 |
30,074 |
1,012 |
6,775 |
12,525 |
60,325 |
|
Additions |
7 |
126 |
- |
86 |
1,270 |
1,489 |
|
Disposals |
- |
(2) |
- |
(20) |
(100) |
(122) |
|
Reclassification |
(401) |
- |
- |
- |
401 |
- |
|
At 31 March 2025 |
9,545 |
30,198 |
1,012 |
6,841 |
14,096 |
61,692 |
|
Additions - cash |
- |
207 |
4 |
22 |
474 |
707 |
|
Additions - non cash |
15,284 |
- |
- |
- |
- |
15,284 |
|
Disposals |
(7,082) |
(21,135) |
- |
(6,863) |
(3,187) |
(38,267) |
|
Reclassification* |
(574) |
- |
- |
- |
574 |
- |
|
At 31 March 2026 |
17,173 |
9,270 |
1,016 |
- |
11,957 |
39,416 |
|
Accumulated depreciation: |
|
|
|
|
|
|
|
At 1 April 2024 |
4,512 |
5,399 |
511 |
3,123 |
8,116 |
21,661 |
|
Charge for the year |
565 |
509 |
29 |
268 |
1,032 |
2,403 |
|
Disposals |
- |
(2) |
- |
(20) |
(100) |
(122) |
|
Reclassification |
(253) |
- |
- |
- |
253 |
- |
|
At 31 March 2025 |
4,824 |
5,906 |
540 |
3,371 |
9,301 |
23,942 |
|
Charge for the year |
904 |
400 |
59 |
253 |
1,232 |
2,848 |
|
Disposals |
(3,602) |
(2,180) |
- |
(3,624) |
(2,583) |
(11,989) |
|
Reclassification* |
(430) |
- |
- |
- |
430 |
- |
|
At 31 March 2026 |
1,696 |
4,126 |
599 |
- |
8,380 |
14,801 |
|
Net book value: |
|
|
|
|
|
|
|
At 1 April 2024 |
5,427 |
24,675 |
501 |
3,652 |
4,409 |
38,664 |
|
At 31 March 2025 |
4,721 |
24,292 |
472 |
3,470 |
4,795 |
37,750 |
|
At 31 March 2026 |
15,477 |
5,144 |
417 |
- |
3,577 |
24,615 |
No property, plant or equipment was financed by hire purchase loans in the year to 31 March 2026.
* Right of use assets came to the end of the lease term during the period, with ownership of the assets transferring to the group. There was no impact to total net book value.
Right of use assets
|
|
|
|
Group |
|
|
|
|
Short |
Long |
Momart |
Office |
Total |
|
Cost: |
|
|
|
|
|
|
At 1 April 2024 |
3,987 |
4,972 |
973 |
7 |
9,939 |
|
Additions in year |
- |
5 |
2 |
- |
7 |
|
Disposals |
|
|
|
|
|
|
Reclassification to property, plant and equipment |
- |
- |
(401) |
- |
(401) |
|
At 31 March 2025 |
3,987 |
4,977 |
574 |
7 |
9,545 |
|
Additions in year |
15,284 |
- |
- |
- |
15,284 |
|
Disposals |
(2,105) |
(4,977) |
- |
- |
(7,082) |
|
Reclassification to property, plant and equipment |
- |
- |
(574) |
- |
(574) |
|
At 31 March 2026 |
17,166 |
- |
- |
7 |
17,173 |
|
Accumulated depreciation: |
|
|
|
|
|
|
At 1 April 2024 |
2,614 |
1,288 |
608 |
2 |
4,512 |
|
Charge for the year |
387 |
102 |
75 |
1 |
565 |
|
Reclassification to property, plant and equipment |
- |
- |
(253) |
- |
(253) |
|
At 31 March 2025 |
3,001 |
1,390 |
430 |
3 |
4,824 |
|
Charge for the year |
809 |
94 |
- |
1 |
904 |
|
Disposals |
(2,118) |
(1,484) |
- |
- |
(3,602) |
|
Reclassification to property, plant and equipment |
- |
- |
(430) |
- |
(430) |
|
At 31 March 2026 |
1,692 |
- |
- |
4 |
1,696 |
|
Net book value: |
|
|
|
|
|
|
At 1 April 2024 |
1,373 |
3,684 |
365 |
5 |
5,427 |
|
At 31 March 2025 |
986 |
3,587 |
144 |
4 |
4,721 |
|
At 31 March 2026 |
15,474 |
- |
- |
3 |
15,477 |
No property, plant or equipment was financed by hire purchase loans in the year to 31 March 2026.
14. Investment properties
|
|
Group |
||
|
|
Residential |
Freehold land |
Total |
|
Cost: |
|
|
|
|
At 31 March 2024 |
8,541 |
831 |
9,372 |
|
Additions |
10 |
- |
10 |
|
At 31 March 2025 |
8,551 |
831 |
9,382 |
|
Additions |
30 |
- |
30 |
|
At 31 March 2026 |
8,581 |
831 |
9,412 |
|
Accumulated depreciation: |
|
|
|
|
At 1 April 2024 |
1,662 |
- |
1,662 |
|
Charge for the year |
217 |
- |
217 |
|
At 31 March 2025 |
1,879 |
- |
1,879 |
|
Charge for the year |
211 |
- |
211 |
|
At 31 March 2026 |
2,090 |
- |
2,090 |
|
Net book value: |
|
|
|
|
At 1 April 2024 |
6,879 |
831 |
7,710 |
|
At 31 March 2025 |
6,672 |
831 |
7,503 |
|
At 31 March 2026 |
6,491 |
831 |
7,322 |
The investment properties, held at cost, comprise land, plus residential and commercial property held for rental in the Falkland Islands.
Estimated Fair Value
|
|
Group |
|
|
|
2026 |
2025 |
|
Estimated fair value: |
|
|
|
Freehold land |
2,601 |
2,128 |
|
Properties available for rent |
11,551 |
11,127 |
|
Properties under construction |
54 |
54 |
|
At 31 March |
14,206 |
13,309 |
|
Uplift on net book value: |
|
|
|
Freehold land |
1,770 |
1,297 |
|
Properties available for rent |
5,060 |
4,455 |
|
At 31 March |
6,830 |
5,752 |
|
Number of rental properties |
|
|
|
Available for rent |
92 |
92 |
A level 3 valuation technique has been applied, using a market approach to value these properties; the properties have been valued based on their expected market value by the directors.
Assets under construction
At 31 March 2026 and 31 March 2025, improvements to the Butchery plot and Darwin Jetty were included in investment property assets under construction with a total cost to date of £54,000.
Company Investment Property
|
Company |
Commercial |
|
1 April 2024 and 31 March 2025 |
19,642 |
|
Disposal |
(19,642) |
|
31 March 2026 |
- |
|
Accumulated depreciation: |
|
|
At 31 March 2024 |
1,101 |
|
Charge for the year |
203 |
|
At 31 March 2025 |
1,304 |
|
Charge for the year |
88 |
|
Disposal |
(1,392) |
|
At 31 March 2026 |
- |
|
Net book value: |
|
|
At 1 April 2024 |
18,541 |
|
At 31 March 2025 |
18,338 |
|
At 31 March 2026 |
- |
The investment property in the Company consisted of the five warehouses leased to Momart, the Group's art handling subsidiary, which were purchased in December 2018. The property was sold during the year ended 31 March 2026 and the Company held no investment properties at 31 March 2026.
15. Investment in subsidiaries
|
|
Country of |
Class of shares held |
Ownership at |
Ownership at |
|
The Falkland Islands Company Limited(1) |
UK |
Ordinary shares of £1 |
100% |
100% |
|
|
|
Preference shares of £10 |
100% |
100% |
|
The Falkland Islands Trading Company Limited(1) |
UK |
Ordinary shares of £1 |
100% |
100% |
|
Falkland Islands Shipping Limited(2) (4) |
Falkland Islands |
Ordinary shares of £1 |
100% |
100% |
|
Erebus Limited(2) (4) (5) |
Falkland Islands |
Ordinary shares of £1 |
100% |
100% |
|
|
|
Preference shares of £1 |
100% |
100% |
|
Paget Limited(2) (4) (5) |
Falkland Islands |
Ordinary shares of £1 |
100% |
100% |
|
Momart International Limited(3) (5) |
UK |
Ordinary shares of £1 |
100% |
100% |
|
Momart Limited(3) (4) |
UK |
Ordinary shares of £1 |
100% |
100% |
|
Dadart Limited(3) (4) (5) |
UK |
Ordinary shares of £1 |
100% |
100% |
(1) The registered office for these companies is Kenburgh Court, 133-137 South Street, Bishop's Stortford, Hertfordshire CM23 3HX.
(2) The registered office for these companies is 5 Crozier Place, Stanley, Falkland Islands FIha 1ZZ.
(3) The registered office for these companies is Exchange Tower, 6th Floor, 2 Harbour Exchange Square, London E14 9GE.
(4) These investments are not held by the Company but are indirect investments held through a subsidiary of the Company.
(5) These investments have all been dormant for the current and prior year.
|
|
2026 |
2025 |
|
At 1 April |
26,721 |
26,735 |
|
Movement in share-based payments capitalised into subsidiaries |
- |
(14) |
|
Disposal of subsidiary |
(7,586) |
- |
|
Impairment of investment in Momart |
(4,402) |
- |
|
At 31 March |
14,733 |
26,721 |
During the year, the investment in Momart was impaired by £4.4 million based on fair value of the business less costs to sell. This brings the total provision for impairment included in the closing balances above to £22.4 million (2025: £18 million).
16. Investment in Joint Ventures
The Group has one joint venture (South Atlantic Construction Company Limited, "SAtCO"), which was set up in June 2012 in the Falkland Islands, with Trant Construction to bid for the larger infrastructure contracts which were expected to be generated by oil activity. Both Trant Construction and the FIC contributed £50,000 of ordinary share capital. SAtCO is registered and operates in the Falkland Islands. The net assets of SAtCO are shown below:
|
|
Country of |
Class of shares held |
Ownership at |
Ownership at |
|
South Atlantic Support Services Limited (1) (2) (3) |
Falkland Islands |
Ordinary shares of £1 |
50% |
50% |
(1) South Atlantic Support Services Limited's registered office is 56 John Street, Stanley, Falkland Islands FIha 1ZZ.
(2) This investment is not held by the Company but are indirect investments held through a subsidiary of the Company.
(3) This investment has been dormant for the current and prior year.
Joint Venture's balance sheet
|
|
2026 |
2025 |
|
Current assets |
519 |
519 |
|
Liabilities due in less than one year |
(1) |
(1) |
|
Net assets of SAtCO |
518 |
518 |
|
Group share of net assets |
259 |
259 |
There were no recognised gains or losses for the years ended 31 March 2026 (2025: none).
The current assets balances above include £17,000 of cash (2025: £17,000), £4,000 of other debtors (2025: £4,000) and £498,000 (2025: £498,000) of loans due from SAtCO's parent companies.
SAtCO had no contingent liabilities or capital commitments as at 31 March 2026 or 31 March 2025 and the Group had no contingent liabilities or commitments in respect of its joint venture at 31 March 2026 or 31 March 2025.
SATCO's registered office is 56 John Street, Stanley, Falkland Islands FIha 1ZZ
17. Finance leases receivable
As lessor, FIC has sold assets to customers on finance lease agreements. The present value of the lease payments, together with any unguaranteed residual value, is recognised as a receivable, net of allowances for expected bad debt losses.
The difference between the gross receivable and the present value of future lease payments, is recognised as unearned lease income. Lease income is recognised in revenue over the term of the lease using the sum of digits method so as to give a constant rate of return on the net investment in the leases. Lease receivables are reviewed regularly to identify any impairment.
Lease receivables arise on the sale of vehicles and consumer goods, such as furniture and electrical items, by FIC. No contingent rents have been recognised as income in the period. No residual values accrue to the benefit of the lessor.
|
|
Group |
|
|
|
2026 |
2025 |
|
Non-Current: Finance lease receivable due after more than one year |
459 |
420 |
|
Current: Finance lease receivables due within one year |
437 |
389 |
|
Total Finance lease receivables |
896 |
809 |
The difference between the gross investment in the finance lease receivables and the present value of future lease payments due represents unearned lease income of £251,000 (2025: £182,000). The cost of assets acquired for the purpose of renting out under hire purchase agreements by the Group during the year amounted to £681,000 (2025: £475,000).
The total cash received during the year in respect of hire purchase agreements was £764,000 (2025: £716,000).
|
|
Group |
|
|
|
2026 |
2025 |
|
Gross investment in finance lease receivables |
1,172 |
1,018 |
|
Unearned lease income |
(251) |
(182) |
|
Bad debt provision against hire purchase leases |
(25) |
(27) |
|
Present value of future lease receipts |
896 |
809 |
18. Deferred tax assets and liabilities
Recognised deferred tax assets and (liabilities)
|
|
Group |
|
|
|
2026 |
2025 |
|
Property, plant & equipment |
(3,121) |
(4,513) |
|
Intangible assets |
(509) |
(509) |
|
Inventories (unrealised intragroup profits) |
39 |
43 |
|
Other financial liabilities |
814 |
44 |
|
Derivative financial instruments |
- |
(9) |
|
Tax losses |
2,097 |
2,218 |
|
Total net deferred tax liabilities |
(680) |
(2,726) |
|
Deferred tax asset arising on the defined benefit pension liabilities |
258 |
265 |
|
Net tax liability |
(422) |
(2,461) |
The deferred tax asset on the defined benefit pension scheme (see note 24) arises under the Falkland Islands tax regime and has been presented on the face of the consolidated balance sheet as a non-current asset as it is expected to be realised over a relatively long period of time. All other deferred tax assets are shown net against the non-current deferred tax liability shown in the balance sheet.
|
|
Company |
|
|
|
2026 |
2025 |
|
Derivative financial liabilities |
- |
(9) |
|
Other temporary differences |
(1) |
8 |
|
Net tax liability |
(1) |
(1) |
Movement in deferred tax assets / (liabilities) in the year:
|
|
1 April |
Recognised in |
Recognised in |
Eliminated on |
31 March |
|
Property, plant & equipment |
(4,513) |
132 |
- |
1,260 |
(3,121) |
|
Intangible assets |
(509) |
- |
- |
- |
(509) |
|
Inventories (unrealised intragroup profits) |
43 |
(4) |
- |
- |
39 |
|
Other financial liabilities |
44 |
783 |
16 |
(29) |
814 |
|
Derivative financial instruments |
(9) |
- |
9 |
- |
- |
|
Tax losses |
2,218 |
(121) |
- |
- |
2,097 |
|
Pension |
265 |
(13) |
6 |
- |
258 |
|
Deferred tax movements |
(2,461) |
777 |
31 |
1,231 |
(422) |
Unrecognised deferred tax assets
There were no unrecognised deferred tax assets (2025: £141,000) in respect of capital losses as it is not considered probable that there will be suitable chargeable gains in the foreseeable future from which the underlying capital losses will reverse.
Movement in deferred tax assets / (liabilities) in the year:
|
|
|
Company |
|
|
|
|
1 April |
Recognised in |
Recognised in |
31 March |
|
Derivative financial liabilities instruments |
(9) |
- |
9 |
- |
|
Other temporary differences |
8 |
- |
(9) |
(1) |
|
Deferred tax asset movements |
(1) |
- |
- |
(1) |
Movement in deferred tax assets / (liabilities) in the prior year:
|
|
|
Group |
|
|
|
|
1 April |
Recognised in |
Recognised in |
31 March |
|
Property, plant & equipment |
(4,385) |
(128) |
- |
(4,513) |
|
Intangible assets |
(509) |
- |
- |
(509) |
|
Inventories |
59 |
(16) |
- |
43 |
|
Other financial liabilities |
59 |
9 |
(24) |
44 |
|
Derivative financial instruments |
(9) |
- |
- |
(9) |
|
Tax losses |
98 |
2,120 |
- |
2,218 |
|
Share-based payments |
8 |
- |
(8) |
- |
|
Pension |
428 |
(126) |
(37) |
265 |
|
Deferred tax movements |
(4,251) |
1,859 |
(69) |
(2,461) |
Movement in deferred tax asset in the prior year:
|
|
|
Company |
|
|
|
|
1 April |
Recognised in |
Recognised in |
31 March |
|
Derivative financial instruments |
(9) |
- |
- |
(9) |
|
Other temporary differences |
8 |
- |
- |
8 |
|
Deferred tax asset movements |
(1) |
- |
- |
(1) |
19. Inventories
|
|
Group |
|
|
|
2026 |
2025 |
|
Work in progress |
321 |
179 |
|
Goods in transit |
581 |
599 |
|
Goods held for resale and raw materials |
3,057 |
3,454 |
|
Total Inventories |
3,959 |
4,232 |
The Company has no inventories.
20. Trade and other receivables
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Non-Current |
|
|
|
|
|
Amount owed by subsidiary undertakings |
- |
- |
13,380 |
11,807 |
|
Amount due from sale of Leyton |
789 |
- |
789 |
- |
|
Total trade and other receivables due in more than one year |
789 |
- |
14,169 |
11,807 |
|
|
2026 |
2025 |
2026 |
2025 |
|
Current |
|
|
|
|
|
Trade and other receivables |
4,761 |
4,760 |
30 |
- |
|
Rental deposits |
- |
29 |
- |
- |
|
Prepayments |
1,446 |
2,107 |
24 |
50 |
|
Accrued income |
880 |
583 |
- |
- |
|
Total trade and other receivables |
7,087 |
7,479 |
54 |
50 |
Amounts owed by subsidiary undertakings to the Company are not secured and interest free with no fixed repayment date.
The accrued income relates to contracts where the work has been completed but had not been billed at the balance sheet date. No allowance for expected credit losses was recognised in respect of accrued income as the impact was assessed as being immaterial. The only significant changes in the accrued income balance during the year related to the recognition of revenue for work performed and the transfer of billed amounts to trade receivables.
21. Cash and cash equivalents
|
2026 |
|
|
Group |
|
|
|
|
2025 |
Cash Flows |
Interest |
Other |
2026 |
|
Cash and cash equivalents |
7,846 |
10,014 |
- |
(25) |
17,835 |
|
Bank loans |
(11,291) |
11,419 |
(213) |
- |
(85) |
|
Net debt |
(3,445) |
21,433 |
(213) |
(25) |
17,750 |
|
Interest rate swap |
1,101 |
(969) |
- |
(132) |
- |
|
Lease liabilities |
(5,480) |
1,538 |
(441) |
(14,078) |
(18,461) |
|
Derivatives and lease liabilities |
(4,379) |
569 |
(441) |
(14,210) |
(18,461) |
|
Net debt after derivatives and lease liabilities at 31 March |
(7,824) |
22,002 |
(654) |
(14,235) |
(711) |
|
Movement in financial liabilities above |
|
|
|
|
|
|
Financing liabilities |
(15,670) |
11,988 |
(654) |
(14,210) |
(18,546) |
|
2025 |
|
|
Group |
|
|
|
|
2024 |
Cash Flows |
Interest |
Other |
2025 |
|
Cash and cash equivalents |
9,650 |
(1,764) |
- |
(40) |
7,846 |
|
Bank loans |
(12,326) |
1,405 |
(370) |
- |
(11,291) |
|
Net debt |
(2,676) |
(359) |
(370) |
(40) |
(3,445) |
|
Interest rate swap |
1,328 |
- |
|
(227) |
1,101 |
|
Lease liabilities |
(6,056) |
838 |
(261) |
(1) |
(5,480) |
|
Derivatives and lease liabilities |
(4,728) |
838 |
(261) |
(228) |
(4,379) |
|
Net debt after derivatives and lease liabilities at 31 March |
(7,404) |
479 |
(631) |
(268) |
(7,824) |
|
Movement in financial liabilities above |
|
|
|
|
|
|
Financing liabilities |
(17,054) |
2,243 |
(631) |
(228) |
(15,670) |
21. Cash and cash equivalents continued
|
2026 |
Company |
||||
|
|
2025 |
Cash Flows |
Interest |
Other |
2026 |
|
Cash and cash equivalents |
1,123 |
10,070 |
- |
- |
11,193 |
|
Bank loans |
(11,026) |
11,247 |
(221) |
- |
- |
|
Net debt |
(9,903) |
21,317 |
(221) |
- |
11,193 |
|
Interest rate swap |
1,101 |
(969) |
- |
(132) |
- |
|
Net (debt) / cash after derivatives at 31 March |
(8,802) |
20,348 |
(221) |
(132) |
11,193 |
|
Movement in financial liabilities above |
|
|
|
|
|
|
Financing liabilities |
(9,925) |
10,278 |
(221) |
(132) |
- |
|
2025 |
|
|
Company |
|
|
|
|
2024 |
Cash Flows |
Interest |
Other non- |
2025 |
|
Cash and cash equivalents |
2,639 |
(1,516) |
- |
- |
1,123 |
|
Bank loans |
(11,623) |
946 |
(349) |
- |
(11,026) |
|
Net debt |
(8,984) |
(570) |
(349) |
- |
(9,903) |
|
Interest rate swap |
1,328 |
- |
- |
(227) |
1,101 |
|
Net debt after derivatives at 31 March |
(7,656) |
(570) |
(349) |
(227) |
(8,802) |
|
Movement in financial liabilities above |
|
|
|
|
|
|
Financing liabilities |
(10,295) |
946 |
(349) |
(227) |
(9,925) |
22. Interest-bearing loans and borrowings
This note provides information about the contractual terms of the interest-bearing loans and borrowings owed by the Group, which are stated at amortised cost. Information on the maturity of interest-bearing loans and lease liabilities and exposure to interest rate and foreign currency risk is disclosed in note 27.
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Non-current liabilities |
|
|
|
|
|
Secured bank loans |
- |
10,480 |
- |
10,396 |
|
Lease liabilities |
17,582 |
5,022 |
- |
- |
|
Total non-current interest‑bearing loans and lease liabilities |
17,582 |
15,502 |
- |
10,396 |
|
Current liabilities |
|
|
|
|
|
Secured bank loans |
85 |
811 |
- |
630 |
|
Lease liabilities |
879 |
458 |
- |
- |
|
Total current interest-bearing loans and lease liabilities |
964 |
1,269 |
- |
630 |
|
Total liabilities |
|
|
|
|
|
Secured bank loans |
85 |
11,291 |
- |
11,026 |
|
Lease liabilities |
18,461 |
5,480 |
- |
- |
|
Total interest-bearing loans and lease liabilities |
18,546 |
16,771 |
- |
11,026 |
Lease liabilities
|
|
Future minimum |
Interest |
Present value of |
|||
|
|
2026 |
2025 |
2026 |
2026 |
2026 |
2025 |
|
Less than one year |
1,586 |
666 |
707 |
208 |
879 |
458 |
|
Between one and two years |
1,643 |
566 |
674 |
228 |
969 |
338 |
|
Between two and five years |
4,108 |
1,149 |
1,822 |
624 |
2,286 |
525 |
|
More than five years |
18,738 |
8,124 |
4,411 |
3,965 |
14,327 |
4,159 |
|
Total |
26,075 |
10,505 |
7,614 |
5,025 |
18,461 |
5,480 |
23. Trade and other payables
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Current: |
|
|
|
|
|
Trade payables |
5,086 |
5,856 |
4 |
355 |
|
Amounts owed to subsidiary undertakings |
- |
- |
2,867 |
7,746 |
|
Loan from joint venture |
249 |
249 |
- |
- |
|
Other creditors, including taxation and social security |
2,181 |
4,328 |
118 |
121 |
|
Accruals |
3,448 |
2,602 |
1,134 |
162 |
|
Deferred income |
102 |
60 |
- |
- |
|
Total trade and other payables |
11,066 |
13,095 |
4,123 |
8,384 |
Amounts owed to subsidiary undertakings by the company are not secured, interest free and repayable on demand.
24. Employee benefits: pension plans
Defined contribution schemes
The Group operates a defined contribution scheme at Momart and current FIC employees are enrolled in the Falkland Islands Pension Scheme ("FIPS"). The assets of all these schemes are held separately from those of the Group in independently administered funds.
The pension cost charge for the year represents contributions payable by the Group to the schemes and amounted to £466,000 (2025: £624,000). There were outstanding contributions of £87,000 (2025: £65,000) due to pension schemes at 31 March 2026.
The Falkland Islands Company Limited Scheme
FIC operates a defined benefit pension scheme for certain former employees. This scheme was closed to new members in 1988 and to further accrual on 31 March 2007. The scheme has no assets and payments to pensioners are made out of operating cash flows. The contributions for the year ended 31 March 2026 were £105,081. During the year ended 31 March 2026, 8 pensioners (2025: 9) received benefits from this scheme, and there is one deferred member at 31 March 2026 (2025: one). Benefits are payable on retirement at the normal retirement age. The weighted average duration of the expected benefit payments from the Scheme is around 8 years (2025: 8 years).
An actuarial report for IAS 19 purposes as at 31 March 2026 was prepared by a qualified independent actuary, Lane Clark and Peacock LLP. The major assumptions used in the valuation were:
|
|
2026 |
2025 |
|
Rate of increase in pensions in payment and deferred pensions |
2.5% |
2.4% |
|
Discount rate applied to scheme liabilities |
5.7% |
5.5% |
|
Inflation assumption |
3.5% |
3.2% |
|
Average longevity at age 65 for male current and deferred pensioners (years) at accounting date |
21.9 |
21.5 |
|
Average longevity at age 65 for male current and deferred pensioners (years) 20 years after accounting date |
23.1 |
22.8 |
The assumptions used by the actuary are chosen from a range of possible actuarial assumptions which, due to the timescale covered, may not necessarily be borne out in practice. Assumptions relating to life expectancy have been based on UK mortality data on the basis that this is the best available data for the Falkland Islands.
Sensitivity Analysis
The calculation of the defined benefit liability is sensitive to the assumptions set out above. The following table summarises how the impact of the defined benefit liability at 31 March 2026 would have increased / (decreased) as a result of a change in the respective assumptions by 1.0% in discount rate and 0.1% inflation rate.
|
|
Effect on obligation 2026 |
|
|
|
‑1% pa |
+1% pa |
|
Discount rate |
80 |
(70) |
|
|
‑0.1% pa |
+0.1% pa |
|
Inflation assumption |
(5) |
5 |
|
|
Effect on obligation 2026 |
|
|
|
‑1 year |
+1 year |
|
Life expectancy |
(50) |
50 |
These sensitivities have been calculated to show the movement in the defined benefit obligation in isolation, and assume no other changes in market conditions at the accounting date.
Scheme liabilities
The present values of the scheme's liabilities, which are derived from cash flow projections over long periods and thus inherently uncertain, were:
|
|
Value at |
||||
|
|
2022 |
2023 |
2024 |
2025 |
2026 |
|
Present value of scheme liabilities |
(2,562) |
(1,978) |
(1,647) |
(1,019) |
(993) |
|
Related deferred tax assets |
666 |
482 |
428 |
265 |
258 |
|
Net pension liability |
(1,896) |
(1,496) |
(1,219) |
(754) |
(735) |
Movement in deficit during the year:
|
|
2026 |
2025 |
|
Deficit in scheme at beginning of the year |
(1,019) |
(1,647) |
|
Pensions paid |
104 |
553 |
|
Other finance cost |
(53) |
(68) |
|
Re-measurement of the defined benefit pension liability |
(25) |
143 |
|
Deficit in scheme at the end of the year |
(993) |
(1,019) |
Analysis of amounts included in other finance costs:
|
|
2026 |
2025 |
|
Interest on pension scheme liabilities |
53 |
68 |
Analysis of amounts recognised in statement of comprehensive income:
|
|
2026 |
2025 |
|
Experience gains arising on scheme liabilities |
(37) |
85 |
|
Changes in assumptions underlying the present value of scheme liabilities |
12 |
58 |
|
Re-measurement of the defined benefit pension liability |
(25) |
143 |
25. Employee benefits: share based payments
Long-term Incentive Plan grants at an exercise price of ten pence to directors of subsidiaries and executives:
The total number of options outstanding at 31 March 2026 was nil (2025: nil).
There were various performance conditions attached to the Long-term Incentive Plan grants. All had a primary performance condition of the Group share price exceeding a target threshold at the vesting date, and secondary financial performance conditions specific to the relevant operating segment. All the options had a three-year vesting period.
Reconciliation of LTIPs:
|
|
Number of |
Number of |
|
Outstanding at the beginning of the year |
- |
152,342 |
|
Options lapsed during the year |
- |
(105,691) |
|
Options forfeited during the year |
- |
(46,651) |
|
Outstanding at the year end |
- |
- |
|
Weighted average life of outstanding options (years) |
- |
- |
|
|
2026 |
2025 |
|
Total share-based payment credit recognised in the year |
- |
(28) |
26. Capital and reserves
Share capital
|
|
Ordinary Shares |
|
|
|
2026 |
2025 |
|
In issue at the start and end of the year |
12,519,900 |
12,519,900 |
|
|
2026 |
2025 |
|
Allotted, called up and fully paid Ordinary shares of 10p each |
1,251 |
1,251 |
By special resolution at an Annual General Meeting on 9 September 2010 the Company adopted new articles of association, principally to take account of the various changes in company law brought in by the Companies Act 2006. As a consequence, the Company no longer has an authorised share capital. The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.
Other reserves
The other reserves in the Group of £703,000 at 31 March 2026 comprise £5,389,000 of merger relief which arose on the 1998 Scheme of Arrangement, when the Company issued 1 share for every 300 shares that shareholders had previously held in Anglo United plc. Immediately following this Scheme of Arrangement, the Company acquired the Falkland Islands' businesses for £8.0 million and the £4,686,000 of goodwill on this acquisition was written off against the merger relief.
Dividends
The following dividends were recognised and paid in the period:
|
|
2026 |
2025 |
|
Special 2024: 10.0 pence per qualifying ordinary share |
- |
1,252 |
|
Final 2024: 5.5 pence per qualifying ordinary share |
- |
689 |
|
Interim 2025: 1.25 pence per qualifying ordinary share |
- |
156 |
|
Final 2025: 5.5 pence per qualifying ordinary share |
689 |
- |
|
Special 2026: 70.0 pence per qualifying ordinary share |
8,764 |
- |
|
Interim 2026: 1.25 pence per qualifying ordinary share |
156 |
- |
|
Total dividends paid in the period |
9,609 |
2,097 |
27. Financial instruments
(i) Fair values of financial instruments
Trade and other receivables
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the market rate of interest at the balance sheet date if the effect is material.
Trade and other payables
The fair value of trade and other payables is estimated as the present value of future cash flows, discounted at the market rate of interest at the balance sheet date if the effect is material.
Cash and cash equivalents
The fair value of cash and cash equivalents is estimated as its carrying amount where the cash is repayable on demand. Where it is not repayable on demand then the fair value is estimated at the present value of future cash flows, discounted at the market rate of interest at the balance sheet date.
Interest-bearing borrowings
The fair value of interest-bearing borrowings, which after initial recognition is determined for disclosure purposes only, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the balance sheet date.
Financial Instruments categories and fair values
The fair values of financial assets and financial liabilities are not materially different to the carrying values shown in the consolidated balance sheet and Company balance sheet.
The following table shows the carrying value, which management consider to be materially equal to fair value for each category of financial instrument:
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Cash and cash equivalents |
17,835 |
7,846 |
11,193 |
1,123 |
|
Finance lease debtors |
896 |
809 |
- |
- |
|
Interest rate swap asset |
- |
1,101 |
- |
1,101 |
|
Trade receivables |
4,761 |
4,760 |
30 |
- |
|
Amount due from sale of Leyton |
789 |
- |
789 |
- |
|
Rental deposits |
- |
29 |
- |
- |
|
Total assets exposed to credit risk |
24,281 |
14,545 |
11,223 |
2,224 |
|
Total trade and other payables |
(10,548) |
(12,781) |
(4,094) |
(8,384) |
|
Interest-bearing borrowings at amortised cost |
(18,546) |
(16,771) |
- |
(11,026) |
The interest rate swap was valued using a level 2 methodology.
(ii) Credit Risk
Financial risk management
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers.
Group
The Group's credit risk is primarily attributable to its trade receivables. The maximum credit exposure of the Group comprises the amounts presented in the balance sheet, which are stated net of provisions for expected credit losses. Expected credit loss provisions are based on previous experience and other evidence, including forward-looking macroeconomic information, indicative of the recoverability of future cash flows. There have been no significant changes in the estimation techniques or significant assumptions made during the reporting period. Management has credit policies in place to manage risk on an on-going basis. These include the use of customer specific credit limits.
Company
The majority of the Company's receivables are with subsidiaries. The Company does not consider these counter-parties to be a significant credit risk.
Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure. Therefore, the maximum exposure to credit risk at the balance sheet date was £24,251,000 (2025: £14,545,000) being the total trade receivables, finance lease debtors, interest swap, rental deposits and cash and cash equivalents in the balance sheet. The credit risk on cash balances and the interest rate swap is limited because the counterparties are banks with high credit ratings assigned by international credit-rating agencies.
The maximum exposure to credit risk for trade receivables at the balance sheet date by geographic region was:
|
Group |
2026 |
2025 |
|
Falkland Islands |
1,270 |
1,766 |
|
Europe |
626 |
270 |
|
North America |
729 |
393 |
|
United Kingdom |
2,036 |
2,129 |
|
Other |
100 |
202 |
|
Total trade receivables |
4,761 |
4,760 |
The Company has no trade debtors.
Credit quality of financial assets and expected credit losses
|
Group |
Gross |
Impairment |
Net |
Gross |
Impairment |
Net |
|
Not past due |
3,709 |
- |
3,709 |
3,963 |
(3) |
3,960 |
|
Past due 0-30 days |
824 |
- |
824 |
696 |
(5) |
691 |
|
Past due 31-120 days |
176 |
(10) |
166 |
116 |
(9) |
107 |
|
More than 120 days |
154 |
(92) |
62 |
165 |
(163) |
2 |
|
Total trade receivables |
4,863 |
(102) |
4,761 |
4,940 |
(180) |
4,760 |
|
Finance lease receivables |
921 |
(25) |
896 |
836 |
(27) |
809 |
The amount of finance lease receivable that is past due is immaterial and secured on the asset financed.
The movement in the allowances for impairment in respect of trade receivables and finance lease receivables during the year was:
|
Group |
2026 |
2025 |
|
Balance at 1 April |
207 |
299 |
|
Impairment loss recognised |
24 |
21 |
|
Cash received |
10 |
17 |
|
Utilisation of provision (debts written off) |
(114) |
(130) |
|
Balance at 31 March |
127 |
207 |
|
Provided against finance lease receivables |
25 |
27 |
|
Provided against trade receivables |
102 |
180 |
|
Balance at 31 March |
127 |
207 |
The allowance account for trade receivables is used to record impairment losses unless the Group is satisfied that no recovery of the amount owing is possible. At that point, the amounts considered irrecoverable are written off against the trade receivables directly.
No further analysis has been provided for cash and cash equivalents, trade receivables from Group companies, other receivables and other financial assets, as there is limited exposure to credit risk and expected credit losses are assessed as immaterial.
(iii) Liquidity risk
Financial risk management
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. At the beginning of the year the Group had outstanding bank loans of £11.3 million (2025 £12.3 million). All payments due during the year with respect to these agreements were met as they fell due.
At the start of the year, the Company had one bank loan of £11.0 million (2025 £11.6 million). All payments due during the year with respect to these agreements were met as they fell due.
The Group manages its cash balances centrally at head office and prepares rolling cash flow forecasts to ensure availability of funds.
Liquidity risk - Group
The following are the contractual maturities of financial liabilities, including estimated interest:
|
|
|
Contractual cash flows |
||||
|
2026 |
Carrying |
Total |
1 year or |
1 to 2 years |
2 to 5 years |
5 years and |
|
Financial liabilities |
|
|
|
|
|
|
|
Secured bank loans |
85 |
86 |
86 |
- |
- |
- |
|
Lease liabilities |
18,461 |
26,075 |
1,586 |
1,643 |
4,108 |
18,738 |
|
Trade payables |
5,086 |
5,086 |
5,086 |
- |
- |
- |
|
Other creditors |
1,765 |
1,765 |
1,765 |
- |
- |
- |
|
Loan from Joint Venture |
249 |
249 |
249 |
- |
- |
- |
|
Accruals |
3,448 |
3,448 |
3,448 |
- |
- |
- |
|
Total financial liabilities |
29,094 |
36,709 |
12,220 |
1,643 |
4,108 |
18,738 |
|
2025 |
Carrying |
Total |
1 year or |
1 to 2 years |
2 to 5 years |
5 years and |
|
Financial liabilities |
|
|
|
|
|
|
|
Secured bank loans |
11,291 |
12,737 |
1,193 |
1,064 |
10,480 |
- |
|
Lease liabilities |
5,480 |
10,505 |
665 |
566 |
1,149 |
8,125 |
|
Trade payables |
5,857 |
5,857 |
5,857 |
- |
- |
- |
|
Other creditors |
3,998 |
3,998 |
3,998 |
- |
- |
- |
|
Loan from Joint Venture |
249 |
249 |
249 |
- |
- |
- |
|
Accruals |
2,602 |
2,602 |
2,602 |
- |
- |
- |
|
Total financial liabilities |
29,477 |
35,948 |
14,564 |
1,630 |
11,629 |
8,125 |
Liquidity risk - Company
The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the effects of netting agreements:
|
|
|
Contractual cash flows |
||||
|
2026 |
Carrying |
Total |
1 year or |
1 to 2 years |
2 to 5 years |
5 years and |
|
Financial liabilities |
|
|
|
|
|
|
|
Secured bank loans |
- |
- |
- |
- |
- |
- |
|
Trade payables |
4 |
4 |
4 |
- |
- |
- |
|
Amounts owed to subsidiary |
|
|
|
|
|
|
|
undertakings |
2,867 |
2,867 |
2,867 |
- |
- |
- |
|
Other creditors |
89 |
89 |
89 |
- |
- |
- |
|
Accruals |
1,134 |
1,134 |
1,134 |
- |
- |
- |
|
Total financial liabilities |
4,094 |
4,094 |
4,094 |
- |
- |
- |
|
|
|
Contractual cash flows |
||||
|
2025 |
Carrying |
Total |
1 year or |
1 to 2 years |
2 to 5 years |
5 years and |
|
Financial liabilities |
|
|
|
|
|
|
|
Secured bank loans |
11,026 |
12,463 |
1,005 |
978 |
10,480 |
- |
|
Trade payables |
355 |
355 |
355 |
- |
- |
- |
|
Amounts owed to subsidiary |
|
|
|
|
|
|
|
undertakings |
7,746 |
7,746 |
7,746 |
- |
- |
- |
|
Other creditors |
89 |
89 |
89 |
- |
- |
- |
|
Accruals |
162 |
162 |
162 |
- |
- |
- |
|
Total financial liabilities |
19,378 |
20,815 |
9,357 |
978 |
10,480 |
- |
(iv) Market Risk
Financial risk management
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group's income or the value of its holdings of financial instruments.
Market risk - Foreign currency risk
The Group has exposure to foreign currency risk arising from trade and other payables which are denominated in foreign currencies. The Group is not, however, exposed to any significant transactional foreign currency risk. The Group's exposure to foreign currency risk is as follows and is based on carrying amounts for monetary financial instruments.
|
Group |
|
|
|
|
|
|
|
2026 |
EUR |
USD |
Other |
Total Balance |
GBP |
Total |
|
Cash and cash equivalents |
32 |
350 |
2 |
384 |
17,451 |
17,835 |
|
Trade payables and other payables |
(220) |
(311) |
(156) |
(687) |
(10,379) |
(11,066) |
|
Balance sheet exposure |
(188) |
39 |
(154) |
(303) |
7,072 |
6,769 |
|
Group |
|
|
|
|
|
|
|
2025 |
EUR |
USD |
Other |
Total Balance |
GBP |
Total |
|
Cash and cash equivalents |
34 |
706 |
1 |
741 |
7,105 |
7,846 |
|
Trade payables and other payables |
(594) |
(416) |
(220) |
(1,230) |
(11,866) |
(13,096) |
|
Balance sheet exposure |
(560) |
290 |
(219) |
(489) |
(4,761) |
(5,250) |
The Company has no exposure to foreign currency risk.
Sensitivity analysis
Group
A 10% weakening of the following currencies against pound sterling at 31 March 2026 would have increased/(decreased) equity and profit or loss by the amounts shown below. This calculation assumes that the change occurred at the balance sheet date and had been applied to risk exposures existing at that date. This analysis assumes that all other variables, in particular other exchange rates and interest rates, remain constant and is performed on the same basis for year ended 31 March 2025.
|
|
Equity |
Profit or Loss |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
EUR |
19 |
56 |
19 |
56 |
|
USD |
(4) |
(29) |
(4) |
(29) |
A 10% strengthening of the above currencies against pound sterling at 31 March 2026 would have the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.
Market risk - interest rate risk
At the balance sheet date, the interest rate profile for the Group's interest-bearing financial instruments was:
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Fixed rate financial instruments |
|
|
|
|
|
Leases receivable |
896 |
809 |
- |
- |
|
Bank loans |
(85) |
(195) |
- |
- |
|
Lease liabilities |
(18,461) |
(5,480) |
- |
- |
|
Total fixed rate financial instruments |
17,650 |
(4,866) |
- |
- |
|
Variable rate financial instruments |
|
|
|
|
|
Effect of Interest rate swap |
- |
1,101 |
- |
- |
|
Bank loans |
- |
(11,096) |
- |
(11,026) |
|
Total Variable rate financial instruments |
- |
(9,995) |
- |
(11,026) |
At 31 March 2026, the Group had one bank loan:
(i) £nil (2025: £11.0 million) ten-year loan, which was drawn down on 28 June 2019, secured against freehold property held in FIH, with interest charged at the compounded daily SONIA rate plus 1.8693%;
(ii) £nil (2025: £0.1 million) repayable over ten years until May 2025, secured against the newest vessel in PHFC, with interest charged at 2.6% above the Bank of England base rate;
(iii) £0.1 million (2025: £0.2 million) drawn down by Momart, interest has been fixed on this loan at 2.73% for the full ten years until December 2026.
Lease liabilities
At 31 March 2026, the Group had £18.4 million of property rental leases, including warehouses rented by Momart and the Momart and Bishop's Stortford head offices, which run for between 1 to 20 years as at 31 March 2026. The weighted average interest rate of these rental liabilities is 4.0%.
The total blended average interest rate on the Group's lease liabilities is 4.0% per annum.
Interest rate sensitivity analysis
An increase of 100 basis points in interest rates at the balance sheet date would have increased / (decreased) equity and profit or loss by the amounts shown below. This calculation assumes that the change occurred at the balance sheet date and has been applied to risk exposures existing at that date.
This analysis assumes that all other variables, in particular foreign currency rates, remain constant and considers the effect of financial instruments with variable interest rates and financial instruments at fair value through profit or loss or available-for-sale with fixed interest rates.
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Equity |
|
|
|
|
|
Interest rate swap liability |
- |
110 |
- |
110 |
|
Variable rate financial liabilities |
- |
(111) |
- |
(110) |
|
Profit or Loss |
|
|
|
|
|
Interest rate swap liability |
- |
110 |
- |
110 |
|
Variable rate financial liabilities |
- |
(111) |
- |
(110) |
(v) Capital Management
The Group's objectives when managing capital, which comprises equity and reserves at 31 March 2026 of £34,746,000 (2025: £37,932,000) are to safeguard its ability to continue as a going concern, so that it can continue to provide returns to shareholders and benefits to other stakeholders.
28. Operating leases
Leases as lessor
The Group leases out its investment properties, which consist of seventy nine houses and flats, ten mobile homes and three commercial properties in the Falkland Islands. These are leased to staff, fishing agency representatives and other short-term visitors to the Islands. These lease agreements generally have an initial notice period of six months, and beyond the six months initial tenancy, one month's notice can be given by either party, therefore future minimum lease payments under non-cancellable leases receivable are not material.
The Company had no operating lease commitments. The Company had no lease rental receivables at 31 March 2026. In the prior year, lease rental receivables arose from five warehouses at Leyton which were rented to Momart, but which have subsequently been sold.
|
|
2026 |
2025 |
|
Less than one year |
- |
1,203 |
|
Between one and five years |
- |
4,810 |
|
More than five years |
- |
17,137 |
|
|
- |
23,150 |
29. Capital commitments
At 31 March 2026 and at 31 March 2025, the Group had not entered into any contractual commitments.
30. Related parties
The Group has a related party relationship with its subsidiaries (see note 15) and with its directors and executive officers.
Directors of the Company and their immediate relatives controlled 30.3% (2025: 30.3%) of the voting shares of the Company at 31 March 2026.
The compensation of key management personnel, which includes the FIH group plc directors and the managing directors of the subsidiaries, is as follows:
|
|
Group |
Company |
||
|
|
2026 |
2025 |
2026 |
2025 |
|
Key management emoluments including social security costs |
1,993 |
1,070 |
1,623 |
759 |
|
Company contributions to defined contribution pension plans |
41 |
50 |
25 |
17 |
|
Share-related awards |
- |
(28) |
- |
(14) |
|
Total key management personnel compensation |
2,034 |
1,092 |
1,648 |
762 |
At 31 March 2026, the Group's joint venture, SAtCO, has debtors of £498,000 due from its parent companies.
FIH group plc key transactions with subsidiary entities:
|
|
2026 |
2025 |
|
FIC |
|
|
|
Loan to subsidiary |
13,380 |
11,807 |
|
Loan from subsidiary |
(1,900) |
- |
|
Management fees charged annually |
584 |
540 |
|
Momart |
|
|
|
Loan from subsidiary |
(967) |
(2,606) |
|
Management fees charged annually |
386 |
335 |
|
PHFC |
|
|
|
Loan to subsidiary |
- |
(3,755) |
|
Management fees charged annually |
- |
70 |
31. Accounting estimates
The preparation of financial statements in conformity with adopted IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based upon historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of the judgements as to asset and liability carrying values which are not readily apparent from other sources. Actual results may vary from these estimates, and are taken into account in periodic reviews of the application of such estimates and assumptions. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of revision and future periods if the revision affects both current and future periods.
Defined benefit pension liabilities
At 31 March 2026, 8 pensioners were receiving payments from the FIC defined benefit pension scheme, and there is one deferred member. A significant degree of estimation is involved in predicting the ultimate benefits payment to these pensioners using actuarial assumptions to value the defined benefit pension liability (see note 24). Management have selected these assumptions from a range of possible options following consultations with independent actuarial advisers. There is a range of assumptions that may be appropriate, particularly when considering the projection of life expectancy post-retirement, which is a key demographic assumption, and has been based on UK mortality data, if the life expectancy assumption was one more year than the assumptions used, this would result in an increase of £50,000 in the liability. Selecting a different assumption could significantly increase or decrease the IAS19 value of the Scheme's liabilities. The projections of life expectancy make no explicit allowance for specific individual risks, such as the possible impact of climate change or a major medical breakthrough, the projections used reflect the aggregate impact of the many possible factors driving changes in future mortality rates.
The figures are prepared on the basis that both the FIC pension scheme and FIC are ongoing. If the scheme were to be wound up, the position would differ, and would almost certainly indicate a much larger deficit.
Inventory provisions
The Group makes provisions in relation to inventory value, where the net realisable value of an item is expected to be lower than its cost, due to obsolescence. Historically, the calculation of inventory provisions has entailed the use of estimates and judgements combined with mechanistic calculations and extrapolations reflecting inventory ageing and stock turn. During the year ended 31 March 2026, inventory provisions increased to £1,014,000 (2025: £1,217,000). Inventory greater than 12 months old and with no sales in the twelve months before 31 March 2026 is provided against in full. If this provision was reduced to 50% of the gross inventory value, the provision would reduce by circa £223,000 (2025: £246,000). If this provision was extended to cover all inventory greater than six months old with no sales in the twelve months before 31 March 2026, the provision would increase by £39,000 (2025: £112,000).
Long term construction contracts
Significant estimation is involved in determining the revenue and profit to be recognised on long term contracts. This includes determining percentage of completion at the balance sheet date by estimating the total expected costs to complete each contract along with their future profitability. These estimates directly influence the revenue and profit that can be recognised on such contracts.
32. Post balance sheet events
On the 4th of August 2026, the group announced that it had exchanged conditional contracts with Compagnie Générale du Roumois SAS for the sale of the entire issued share capital of Momart International Limited, including its subsidiaries ("the Momart Group"), for a cash consideration of £7.6 million. The transaction is conditional on shareholder approval, which will be proposed as an ordinary resolution at a general meeting of the Company convened for 28 August 2026, and completion is targeted for 30 September 2026.
The financial effect of this disposal, if approved by shareholders, will be recognised in the financial statements for the financial year ending 31 March 2027.
The net loss before tax for the year ended 31 March 2026 attributable to the Momart Group was £1.8 million and the net assets of the Momart Group at 31 March 2026 were £2.1 million.
In addition, a special interim dividend of 40 pence per share was paid on 14 July 2026 after the successful completion of the sale of PHFC amounting to £5.0 million in aggregate.
Directors and Company Information
|
Directors Non-executive Chairman Stuart Munro Reuben Shamu Robert Johnston Dominic Lavelle Holger Schröder Company Secretary |
Stockbroker and Zeus Capital Limited Solicitors Shoosmiths LLP Auditor |
Registrar MUFG Group Financial PR Registered Office |
|
The Falkland Islands Company |
Momart Limited |
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