Natures Way Foods - Tax Strategy

April 2023

Scope

This strategy applies to the group of companies headed by Natures Way Foods (NWF) in accordance with paragraphs 19 and 25 of Schedule 19 to the Finance Act 2016. A list of the entities to which it applies is set out below. In this strategy, references to 'NWF' and 'the group' are intended to apply to all these entities. The strategy is being published in accordance with paragraph 16(4) of the Schedule.

This strategy applies from the date of publication until it is superseded. References to 'UK Taxation' are to the taxes and duties set out in paragraph 15(1) of the Schedule which include Income Tax, Corporation Tax, PAYE, NIC, VAT, Insurance Premium Tax, and Stamp Duty Land Tax. References to 'tax', 'taxes' or 'taxation' are to UK taxation and to all corresponding worldwide taxes and similar duties in respect of which the group has legal responsibilities.

Aim

NWF is committed to full compliance with all statutory obligations and full disclosure to relevant tax authorities. The group's tax affairs are managed in a way which takes into account the group's wider corporate reputation in line with NWF's overall high standards of governance.

Governance in relation to UK taxation

1. Ultimate responsibility for NWF tax strategy and compliance rests with the Board of NWF.
2. Executive management of the group is delegated by the Board to the Leadership Team of NWF.
3. The Leadership Team's requirement to monitor the integrity of NWF financial reporting system, internal controls and risk management framework, expressly includes those elements relating to taxation.
4. The Chief Executive Officer ('CEO'), supported by the Chief Financial Officer ('CFO'), is the Board member with executive responsibility for tax matters.
5. Day-to-day management of NWF tax affairs is delegated to the Financial Reporting & Treasury team, who report to the Chief Financial Officer.
6. The Financial Control team is staffed with appropriately qualified individuals.
7. The Board ensures that NWF tax strategy is one of the factors considered in all investments and significant business decisions taken.

Risk Management

1. NWF operates a system of tax risk assessment and controls as a component of the overall internal control framework applicable to the group's financial reporting system;
2. NWF seeks to reduce the level of tax risk arising from its operations as far as is reasonably practicable by ensuring that reasonable care is applied in relation to all processes which could materially affect its compliance with its tax obligations;
3. Processes relating to different taxes are allocated to appropriate process owners, who carry out a review of activities and processes to identify key risks and mitigating controls in place. These key risks are monitored for business and legislative changes which may impact them and changes to processes or controls are made when required;
4. Appropriate training is carried out for staff both within and outside of the Financial Reporting and Treasury team who manage or process matters which have tax implications;
5. Advice is sought from external advisers with specialised knowledge of taxation where appropriate.
6. Where necessary NWF will seek guidance from HMRC on complex issues.

Attitude towards tax planning and level of risk

NWF manages risks to ensure compliance with legal requirements in a manner which ensures payment of the right amount of tax in full when it falls due.

When entering into commercial transactions, NWF seeks to take advantage of available tax incentives, reliefs and exemptions in line with, and in the spirit of, tax legislation. NWF does not undertake tax planning unrelated to such commercial transactions.

The level of risk which NWF accepts in relation to UK taxation is consistent with its overall objective of achieving certainty in the group's tax affairs. At all times NWF seeks to comply fully with its regulatory and other obligations and to act in a way which upholds its reputation as a responsible corporate citizen. In relation to any specific issue or transaction, the Board is ultimately responsible for identifying the risks, including tax risks, which need to be addressed and for determining what actions should be taken to manage those risks, having regard to the materiality of the amounts and obligations in question.

Relationship with HMRC

NWF ensures that HMRC is kept aware of significant transactions and changes in the business and seeks to discuss any tax issues arising at an early stage. When submitting tax computations and returns to HMRC, NWF discloses all relevant facts and identifies any transactions or issues where it considers that there is potential for the tax treatment to be uncertain. NWF engages the services of an external consultant to assist with its tax affairs.

Any inadvertent errors in submissions made to HMRC are fully disclosed as soon as reasonably practicable after they are identified.

Tax Principles

NWF's Principles of Tax Advice are a written codification, for internal use, of NWF's approach to management of tax risk.

1. Compliance

   The Group will:

   1. Fulfil statutory requirements to make returns and payments to the tax authorities within relevant statutory time limits;
   2. Adopt an open and honest approach with the relevant authorities;
   3. Ensure that processes are sufficiently robust to manage effectively areas of tax risk;
   4. Ensure that tax disclosures are in accordance with relevant UK accounting standards and Company law; and
   5. Ensure that business processes enable the clarity of information to appropriately support claims for allowances.

2. Transparency

   We support a relationship with tax authorities, based upon mutual trust and respect which will enable constructive dialogue and responsiveness by all parties in order to fulfil our responsibilities. List of entities covered by this Tax Strategy:

   • Natures Way Foods Ltd
   • Natures Way Food Europe Ltd
   • Natures Way Foods Investment Company Ltd
   • Sun Salads Ltd