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06.10 Notes to the company balance sheet

21. Intangible assets

The composition and movement of intangible fixed assets in the financial year 2025/2026 were as follows:

  Research and development costs Goodwill Trademark Intellectual property Intangible fixed assets under construction Total 2025/2026
Purchase value 10.727 0 0 0 2.622 13.349
Cumulative depreciation -2.430 0 0 0 0 -2.430
Book value as per 1 July 8.297 0 0 0 2.622 10.919
Investments 794 6.648 1.000 5.200 1.291 14.933
Commissioning 2.622 0 0 0 -2.622 0
Disposals -1.075 0 0 0 0 -1.075
Amortisation disposals 1.075 0 0 0 0 1.075
Impairment -97 0 0 0 0 -97
Amortisation -1.238 -168 -42 -108 0 -1.556
Movements 2.081 6.480 958 5.092 -1.331 13.280
Purchase value 13.068 6.648 1.000 5.200 1.291 27.207
Cumulative depreciation -2.690 -168 -42 -108 0 -3.008
Book value as per 30 June 10.378 6.480 958 5.092 1.291 24.199

22. Tangible fixed assets

The composition and movement of tangible fixed assets for the year 2025/2026 is as follows:

  Company buildings Other fixed assets Operating assets under construction Total 2025/2026
Purchase value 32.933 1.423 157 34.513
Cumulative depreciation -17.333 -1.152 0 -18.485
Book value as per 1 July 15.600 271 157 16.028
Investments 11 0 38 49
Commissioning 142 53 -195 0
Disposals (pv) -13 -598 0 -611
Depreciation disposals (cd) 12 599 0 611
Depreciation -689 -60 0 -749
Balance -537 -6 -157 -700
Purchase value 33.073 878 0 33.951
Cumulative depreciation -18.010 -613 0 -18.623
Book value as per 30 June 15.063 265 0 15.328

23. Financial fixed assets

The composition and movement of financial fixed assets for the year 2025/2026 is as follows:

  Participating interests in group companies Receivables from group companies Other participating interests Deferred tax assets Certificates Association HZPC Other securities Other receivables Total 2025/2026
Book value as per 1 July 23.906 0 7 2.368 0 25 952 27.258
Investments/increase 8.252 235 0 0 1.497 0 0 9.984
Dividend 0 0 0 0 0 0 0 0
Result from participating interests 10.510 0 0 0 0 0 0 10.510
Exchange rate fluctuation 152 0 0 0 0 0 0 152
Depreciation/repayments 0 0 0 0 0 0 -336 -336
Offset against receivables from group companies 3.582 0 0 0 0 0 0 3.582
Recognition of provision for group companies 3.572 0 0 0 0 0 0 3.572
Other -9 0 0 -786 0 0 -31 -826
Book value as per 30 June 49.965 235 7 1.582 1.497 25 585 53.896

On February, 1 2026 Royal HZPC Group acquired a 100% interest in IPM Potato Group Ltd and its subsidiaries for a consideration of EUR 20.3 million. Reference is made to the Group Structure section in the Directors’ Report for an overview of the entities included within the IPM Potato Group. The acquisition supports the Group's strategy to strengthen its position in seed potato market. The acquisition resulted in identifiable net assets acquired of EUR 7.5 million, trade name of EUR 1.0 million, intellectual property EUR 5.2 million and goodwill of EUR 6.6 million.

IPM Potato Group holds a 51% legal shareholding in Kirinyaga Seeds Ltd, Nairobi, Kenya, and a 19.85% legal shareholding in Utkal Tubers India Private Limited, Bangalore, India. Although IPM Potato Group is the legal shareholder, the economic rights and obligations relating to these shareholdings are held by a third party. As a result, these entities are not included in the consolidation.

The investment is included under financial fixed assets and is valued at net asset value. The increase in financial fixed assets during the year mainly relates to this acquisition.

The negative result of associates with negative equity EUR 10.280 million has been deducted from receivables from group companies, included in current assets.

24. Other receivables and accrued assets

  30-Jun-26 30-Jun-25
Prepaid amounts 426 497
Government grants to be claimed 0 6
Other accrues 10 0
Status as of 30 June 436 503

25. Shareholders' equity

The composition and the movement of shareholders' equity in the financial year 2025/2026 are shown in the following overview:

  Issued capital Share premium reserve Legal reserves for participating interests Legal reserve for development costs Foreign currency translation reserve Other reserve Total 2025/2026
Status as of 30 June 2024 15.675 1.433 2.460 9.593 -1.758 27.298 54.701
Movements in financial year 2024/2025              
Results of financial year 0 0 0 0 0 15.633 15.633
Dividend 0 0 0 0 0 -8.543 -8.543
Exchange rate fluctuations 0 0 0 0 -328 0 -328
(d)investment 0 0 0 2.665 0 -2.665 0
Impairment 0 0 0 -333 0 333 0
Depreciation 0 0 0 -964 0 964 0
Result participations 0 0 756 0 0 -756 0
Other changes 0 0 -322 -1 0 323 0
Movements 0 0 434 1.367 -328 5.289 6.762
Status as of 30 June 2025 15.675 1.433 2.894 10.960 -2.086 32.587 61.463
               
Movements in financial year 2025/2026              
Results of financial year 0 0 0 0 0 2.521 2.521
Dividend 0 0 0 0 0 0 0
Exchange rate fluctuations 0 0 0 0 220 0 220
(d)investment 0 0 0 2.054 0 -2.054 0
Impairment 0 0 0 -97 0 97 0
Depreciation 0 0 0 -1.247 0 1.247 0
Result participations 0 0 353 0 0 -353 0
Other changes 0 0 48   0 -49 -1
Movements 0 0 401 710 220 1.409 2.740
Status as of 30 June 2026 15.675 1.433 3.295 11.670 -1.866 33.996 64.203

Issued capital

The authorised capital of the company amounts to EUR 50 million (2024/2025 EUR 50 million) and consists of 2.5 million shares with a nominal value of EUR 20 each, with 783,725 ordinary shares being issued. The value of the paid and called-up capital amounts equate to EUR 15,674,500 (EUR 15,674,500 at the end of 2024/2025).

Share premium reserve

The share premium concerns the income from the issuing of shares in so far as this exceeds the nominal value of the shares (above par income).

Other legal reserves

Other legal reserves consist of a legal reserve for participating interests and the legal reserve for development costs.

The legal reserve for participating interests relates to companies that are valued in accordance with the equity method. The reserve concerns the difference between the participating interests’ retained profit and direct changes in equity, as determined on the basis of the parent company’s accounting policies, and the share thereof that the parent company may distribute. As to the latter share, this takes into account any profits that may not be distributable by participating interests that are Dutch limited companies based on the distribution tests to be performed by the management of those companies.

The legal reserve for development costs relates to the formed reserve of the not yet written off part of the capitalised development costs.

The legal reserve is determined on an individual basis.

Foreign currency translation reserve

Exchange gains and losses arising from the translation of foreign operations from functional to reporting currency are recorded in this reserve. On disposal of foreign operations, the relevant cumulative amount of currency exchange differences recognised in equity is recognised in the profit and loss account as part of the result on disposal.

Proposal for result appropriation

The General Meeting will be asked to approve the following appropriation of the 2025/2026 result after taxation: an amount of EUR 2.521 thousand to be added to the other reserves. This proposal is recorded in the balance sheet under the current liabilities.

26. Provisions

The composition and the movement of the other provisions in the financial year 2025/2026 are shown in the following overview:

  Provisions jubilee Provision participations 2025/2026 2024/2025
Amount as of 1 July 17 0 17 31
Additions 36 3.571 3607 -14
Withdrawals -17 0 -17 0
Amount as of 30 June 36  3.571   3.607  17

The provision jubilee is calculated on the basis of a 4% discount rate and taking the expected turnover in personnel into account. Of the amount, EUR 0 has a maturity < 1 year and EUR 14 thousand has a maturity > 5 years.

27. Taxes and contributions

  30-Jun-26 30-Jun-25
Corporate income tax 0 3.181
Payroll tax and social insurances 57 35
  57 3.216

28. Other debts and accrued liabilities

  30-Jun-26 30-Jun-25
Wages and salaries to be paid 319 894
Holiday allowances 123 58
Pension contributions 19 10
Government grants 20 0
Interest to be paid 233 66
Other amounts 638 734
  1.352  1.762 

29. Share in result in participating interests after taks

This relates to the company's share in the results of its associates. Of the total result of EUR 9.702 thousand (2024/2025: EUR 13.181 thousand) recognised in respect of group companies, an amount of EUR 353 thousand (2024/2025: EUR 756 thousand) is attributable to minority interests.

30. Other income and expenses after tax

The other after-tax result concerns the regular costs for conducting holding activities. Costs encompass personnel costs, other corporate costs, including legal costs, depreciation, impairment, and interest assets/liabilities.

Wages and salaries

  2025/2026 2024/2025
Gross staff wages 6.920 5.842
Employer’s social security contributions for staff 1.493 773
Pension premium 1.325 710
  9.738 7.325

Specific details for number of FTE's

  2025/2026 2024/2025
Management, administration and IT. 74 63

At Royal HZPC Group B.V. there were an average of 7 FTE (previous financial year 4 FTE), all working in the Netherlands. The remaining 67 FTEs are salaried at a group company and charged in full to Royal HZPC Group B.V. and included as a result.

Other operating expenses

  2025/2026 2024/2025
Sales costs 934 2.178
Office costs 2.790 2.231
Staff related costs 3.533 3.090
Repair and maintenance 1.611 1.455
Other costs 830 325
  9.698 9.279

Other explanatory notes

Financial instruments

In the normal course of business, the company uses financial instruments that expose the company to market, currency, interest rate, credit and liquidity risks. To manage these risks, the company has developed a policy, including the establishment of a system of credit limits and procedures to reduce the risks of unpredictable adverse developments in financial markets and thus the financial performance of the company.

Credit risk

The company incurs credit risk on loans and receivables recorded under financial fixed assets, other receivables and cash.

Liquidity risk

The company monitors its liquidity position through successive liquidity budgets. The management will ensure that sufficient liquidity is available to meet the obligations.

Interest risk

The company incurs interest risk on interest-bearing assets and liabilities. Both of these receivables and payables have agreed on variable interest rate agreements, which means that the company is exposed to risk regarding future cash flows. In order to limit the interest risk on the credit facility, an interest rate cap has been agreed as a mitigating measure.

Off-balance sheet assets and liabilities

The company has liabilities under operating leases, rental agremeents and IT service contracts for an amount of EUR 1.4 million. Of this amount, EUR 0.9 million has a term of less than 1 year. The remaining amount concerns an obligation for less than five years. An amount of EUR 0.3 million has been recognised in the profit and loss account for rent and lease in the financial year 2025/2026.

Investment commitments related to the implementation of an ERP system amounting to EUR 1.0 million. This amount has a term of less than 1 year.

Tax entity

Together with its subsidiaries within the Netherlands, excluding D.S.S. Opslag B.V., the company forms a tax entity for corporate income tax purposes and value-added tax. The standard conditions stipulate that each of the companies is liable for the tax payable by all companies belonging to the tax entity. The fiscal entity does not differ from the fiscal entity in the consolidated financial statement.

Remuneration of managing and supervisory directors

A statement of the remuneration of the management has been omitted, pursuant to the provisions of Section 383 paragraph 1 of Book 2 of the Netherlands Civil Code, final sentence. The remuneration of Supervisory Board members amounts to EUR 125 thousand (2024/2025: EUR 119 thousand).

Joure, 2 November 2026

The Executive Board:
H.E. Huistra (CEO), Managing Director
H. Verveld (CCO)
M.L. Booijink (CFO)

The Supervisory Board:
C.J. Biemond, Chair
J.P. Bienfait
I. Frolova
M. Hommes-Gesink
J. Thijssen

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https://publicaties.hzpc.com/en/reports-25-26/annual-report-royal-hzpc-group-2025---2026

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