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REGISTERED NUMBER: SC287991 (Scotland)















AG RESTAURANTS LTD

Strategic Report, Report of the Director and

Financial Statements for the Year Ended 31 December 2024






AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)






Contents of the Financial Statements
for the year ended 31 December 2024




Page

Company Information 1

Strategic Report 2 to 4

Report of the Director 5 to 9

Report of the Independent Auditors 10 to 11

Income Statement 12

Other Comprehensive Income 13

Balance Sheet 14

Statement of Changes in Equity 15

Cash Flow Statement 16

Notes to the Cash Flow Statement 17

Notes to the Financial Statements 18 to 26


AG RESTAURANTS LTD

Company Information
for the year ended 31 December 2024







Director: A S Gibson





Secretary: A M Gibson





Registered office: The Wright Business Centre
1 Lonmay Road
Glasgow
G33 4EL





Registered number: SC287991 (Scotland)





Auditors: Griffiths Marshall
4th Floor
Llanthony Warehouse
The Docks
Gloucester
GL1 2EH

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Strategic Report
for the year ended 31 December 2024

The director presents his strategic report for the year ended 31 December 2024.

Review of business
The company operates twenty five McDonald's restaurants in Central and Greater Glasgow, employing over 2,850 members of staff.

The lower than expected supply chain inflation across 2024 resulted in gross profit margin above plan. This allowed the company to invest the benefit into value driving initiatives to increase guest counts and sales.

The IEO (Informal Eating Out) and QSR (Quick Service Restaurant) markets have continued to see a decline in customer visits versus 2023, which in turn has led to challenging guest count and sales performance. Despite the challenging backdrop we have launched several trading initiatives to increase footfall in to our restaurants, which have seen strong results and led to market share gains.

Given the direct link between our approach to pricing, the external environment, and our success in relation to our customers, we will continue to remain close to understanding this relationship and look constantly to evaluate how our internal actions are impacting our customers.

The financial position of the company is healthy with the balance sheet showing net assets of £11.59 million, compared with £11.22 million in 2023.

Key performance indicators
We consider our key financial performance indicators are those that communicate the financial performance and strength of the company as a whole, including turnover and gross profit margin.

Sales for the year amounted £130.69 million, a decrease of £4.56 million from 2023 giving an overall sales decrease of approximately 3.37%. The reduction in sales is predominantly due to the sale of two restaurants during the year. On a like for like basis for the twenty five stores trading over the full financial year, sales have increased by 0.35%.

The gross profit margin is 65.96% compared to 64.33% in 2023 and is in line with expectations.

Future developments
2024 economic trends are broadly expected to continue into 2025.

In 2025 we anticipate more optimism in the market, partly driven by anticipated interest rate cuts. However, consumer sentiment remains low, as customers continue to feel the impact from the economic environment over recent years. Sales growth will be driven by our ability to meet the increasing demands of our customers, through investing in the customer experience as well as a strong marketing calendar with a continued focus on value and a number of innovative products including the Big Arch.

Our ambition for 2025 and beyond is to continue our sustainable growth of gross profit margin. To support this, we anticipate making menu board price increases in 2025 and any pricing considerations will remain customer led, with the focus being growing guest counts and sales. This will in turn strengthen gross profit and cash flow, whilst sustainably growing gross profit margin in an attempt to achieve increased margins for Q4 2025. Absolute gross profit margin will vary by store dependent on pricing and product mix amongst other factors.

The 2025 pricing strategy will provide gross profit margin growth by taking more price than supply chain inflation, whilst maintaining the business’ core value proposition. The key focus will be on driving sustainable growth by building upon the work which has been implemented on value, opportunities driven by investment in IRLX (In Real Life Experience) and refining the long-term view of pricing and menu architecture.

It is the strategy of the company to carry out store refurbishments projects at regular intervals, under the guidance of McDonald’s national store refurbishment program, in order to benefit the customers in store dining experience. The re-imaging strategy continues to have a positive impact on guest counts which in turn powers sales growth in line with directors’ expectations and objectives. The IRLX upgrade programme was carried out at one store during the year.


AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Strategic Report
for the year ended 31 December 2024

Principal risks and uncertainties
The company operates in a highly competitive market, high street consumer behaviour impacts the company’s turnover and the variability of commodity prices impact profitability.

The company is continually assessing all risks with an aim to mitigate any future threats these may have on the business.

Economic risk
Following some very challenging times, we are optimistic about the economic future. Principal risks are increasing commodity prices, increased utility costs and labour rates adding pressure to margins.

The company’s supply chain is closely maintained by McDonald’s, who are able to negotiate effectively on behalf of franchisees to ensure enhanced purchasing terms. They have continued to work at mitigating the impact of food and paper inflation with an expectation that circa 30% of our costs will be secured.

This forecast reflects our confidence in the stability of key cost drivers, however, there still remains some uncertainty with geopolitical uncertainty and legislative Impact. Our focus remains on working closely with supplier partners to manage inevitable cost increases.

Regulatory risks
The company's operations demand a high level of compliance within a wide range of regulatory requirements. In particular -
* Health and safety
* Hygiene procedures
* Employment laws
* Licensing

The above, along with a number of other areas, are monitored in detail by McDonald's, as being in the fast food industry brings a high level of regulatory concerns.

Consumer taste
Any material changes in the way the consumer views the fast food industry could have an adverse effect on the company. However, this can also work in the opposite direction and could assist the company to achieve growth. As a result, the company focuses, in detail, on recognising demographic trends, ensuring innovation and the use of the freshest and highest quality products through its stores. The company has strict policies to ensure that all stores are maintaining the McDonald's ethos.

Competitors
The fast food market is a very competitive market, with a high number of large competitors trading in the sector. In order to remain as one of the main players, McDonald's have dedicated teams who focus on ensuring they remain a leading company within the market. This allows them to compete with other large fast food chains.


AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Strategic Report
for the year ended 31 December 2024

Section 172(1) statement
Statement by the director in performance of his statutory duties in accordance with s172(1) Companies Act 2006:

The director takes into account the likely consequences of long-term decisions; build relationships with stakeholders; understand the importance of engaging with our employees; understand the impact of our operations on the communities within which we operate; and attribute importance to behaving as a responsible business.

The director considers, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Act) in the decisions taken during the year ended 31 December 2024. In particular by reference to the approval of our business plan, which is updated on an annual basis. Our business plan was designed to have a long-term beneficial impact on the company and to contribute to its success in delivering high quality quick-service food.

Our employees are fundamental to the delivery of our plan. We aim to be a responsible employer in our approach to pay and benefits our employees receive. The health, safety and well-being of our employees is one of our primary considerations in the way we do business.

As the director, my intention is to behave responsibly and ensure that management operate the business in a responsible manner, operating within the high standards of business conduct and good governance expected for a business such as ours, and in doing so, will contribute to the delivery of our plan.

On behalf of the board:





A S Gibson - Director


1 September 2025

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Report of the Director
for the year ended 31 December 2024

The director presents his report with the financial statements of the company for the year ended 31 December 2024.

Principal activity
The principal activity of the company in the year under review was that of the operation of McDonald's franchised restaurants.

Dividends
Interim dividends per share were paid as follows:
A Ordinary £1 shares £25,078.89 - 6 April 2024
B Ordinary £1 shares £2,914.80 - 6 April 2024


The director recommends that no final dividends be paid.

The total distribution of dividends for the year ended 31 December 2024 will be £ 1,953,787 .

Research and development
The company does not carry out any independent research and development. However the franchisor, McDonald's Restaurants Limited, carries out its own research and development on behalf of all franchisees. The company makes a contribution towards this through its existing payments to the franchisor.

Director
A S Gibson held office during the whole of the period from 1 January 2024 to the date of this report.

Going concern
The directors have considered the application of the going concern basis of accounting in doing so they have considered the period from the date of this report until 31 December 2026. The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Employment of disabled persons
The company operates a policy of giving full & fair consideration to employment applications from disabled persons having regard for their aptitudes and abilities. We will support the career development and provide the appropriate training for employees who become disabled during their employment with the company.

Provision of information to employees
The company has a system for providing employees with information of concern to them. It also consults employees on a regular basis so that their views can be taken into account in making decisions affecting them. It regularly explains to employees the financial and economic factors affecting the performance of the company and makes them aware of the provision of training, career development and employment of disabled employees.

Engagement with employees
Our employees are fundamental to the delivery of our plan. We aim to be a responsible employer in our approach to pay and benefits our employees receive. The health, safety and wellbeing of our employees is one of our primary considerations in the way we do business.

Engagement with suppliers, customers and others
The board of directors take into account the likely consequences of long-term decisions; build relationships with stakeholders; understand the impact of our operations on the communities within which we operate; and attribute importance to behaving as a responsible business.

Statement of corporate governance arrangements
The company is owned and controlled by a single director. By reference to the Corporate Governance Guidance and Principles for Unlisted Companies in the UK, published by the Institute of Directors, the director has established a framework of company processes and attitudes that add value to the business, help build its reputation and ensure its long-term continuity and success. This framework aligns with the business system and processes established by the franchisor and contributes to the continued success of the company.

Streamlined energy and carbon reporting

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Report of the Director
for the year ended 31 December 2024

The company's greenhouse gas emissions, reportable under SECR from 1st January 2024 - 31st December 2024, were 3,481 tonnes of carbon dioxide equivalent (tCO2e). These include emissions associated with electricity, natural gas, transport consumption and refrigerant leaks. The number of sites contributing to this report has decreased from 27 in 2023 to 25 in 2024. The company's total greenhouse gas emissions increased by 12.8% compared to 2023 figures, because purchased electricity energy consumption (kWh) has decreased by 16.2% and natural gas energy consumption (kWh) has increased by 7.8%, from 2023 to 2024.

Notable factors that could have contributed to the movement in emissions are as follows:
- A change in the methodology for missing data estimation will have affected the emissions associated with electricity, natural gas and purchased fuel. In 2023, extrapolation was conducted by Aligned Incentives, whereas in 2024, extrapolation was conducted by Mitie.
- Decrease in productivity (3.37% decrease in revenue), which translates to an decrease in total energy consumption.
- The number of sites reporting on their emissions changed from 2023 to 2024.
- A change in the market-based methodology led to an increase in electricity emissions under the market-based methodology. In 2023, all electricity consumption was considered renewable, whereas in 2024, only meters where electricity is supplied by Npower are considered renewable. This has been confirmed by the Mitie Energy Team, who procure electricity for McDonald’s sites supplied by Npower. It is not known whether the other meters/sites use renewable electricity.
- Improved refrigerant leak data capture from suppliers compared to the prior year, which has been confirmed by McDonald's, has led to an increase in emissions associated with refrigerants.

As per SECR guidelines, the company's emission intensity is calculated as the ratio of annual emissions (tCO2e) to the turnover (in £million). For FY 2024, this resulted in an emission intensity of 26.8 tCO2e per £million, which represents a 9.4% decrease compared to the previous year (29.6 tCO2e per £million).

Greenhouse Gas Emissions
Table 1: Greenhouse gas emissions by year (tCO2e) - location-based

Emissions Source 2023 2024 % change % share
Electricity 3,647 3,061 -16 87.9
Natural Gas 308 332 8 9.5
Purchased fuel (LPG) - - - -
Transportation - direct - 53 - 1.5
Transportation - indirect 36 14 -60 0.4
Refrigerants - 21 - 0.6
Total emissions (tC02e) 3,991 3,481 -13
Turnover (£m) 135 130 -4
Intensity (tC02e per £m) 29.6 26.8 -9

Location-based reporting uses a national carbon emissions factor to calculate the emissions from the generation of electricity, reflecting the diverse source of electricity generation supplied to the national grid.

Table 2: Greenhouse gas emissions by scope (tonnes CO2e) - location-based

Emissions Source 2023 2024 % change % share
Scope 1 308 405 31 12
Scope 2 3,357 2,813 -16 81
Scope 3 326 263 -19 8
Total emissions (tC02e) 3,991 3,481 -13

Scope 1: Natural gas and purchased fuel (LPG). Scope 2: Electricity (generation). Scope 3: Losses from electricity distribution and transmission (T&D). This only includes emissions reportable under SECR and may not reflect the entire carbon footprint of the organisation.












AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Report of the Director
for the year ended 31 December 2024

Energy Consumption
Table 3: Greenhouse gas emissions by source (tCO2e) - market-based

Emissions Source 2023 2024 % change % share
Electricity 290 311 -8 43
Natural Gas 308 332 -13 45
Purchased fuel - - - -
Transportation - direct - 53 - 7
Transportation - indirect 36 14 61 2
Refrigerants - 21 - 3
Total emissions (tC02e) 634 731 15
Turnover (£m) 135 130 -4
Intensity (tC02e per £m) 4.7 5.6 20

Market-based emissions figure for purchased electricity reflects our investment in zero-carbon electricity tariffs for our buildings. In terms of the Greenhouse Gas Protocol, the accounting of zero carbon electricity tariffs is called ‘market-based’, as opposed to ‘location-based’ reporting. Location-based reporting does not consider the electricity supply contracts, which a company has procured and instead uses a national carbon emissions factor to calculate the emissions from the generation of electricity, reflecting the diverse sources of electricity generation supplied to the national grid. Thus, the emissions reported for electricity only consider transmission and distribution losses.

Table 4: Greenhouse gas emissions by scope (tonnes CO2e) - market-based

Emissions Source 2023 2024 % change % share
Scope 1 308 405 31 55
Scope 2 - 63 - 8
Scope 3 326 263 -19 36
Total emissions (tC02e) 634 731 15

Scope 1: Natural gas and purchased fuel (LPG). Scope 2: Electricity (generation). Scope 3: Losses from electricity distribution and transmission (T&D). This only includes emissions reportable under SECR and may not reflect the entire carbon footprint of the organisation.

Energy Consumption
Table 5: Energy consumption per source (kWh)

Emissions Source 2023 2024 % change % share
Electricity 16,210,132 13,583,241 -16 87
Natural Gas 1,683,499 1,815,059 8 12
Purchased fuel - - - -
Transportation - direct - 209,088 - 1
Transportation - indirect 146,652 59,582 -59 -
Refrigerants - - - -
Total energy consumption
(kWh)

18,040,283

15,666,970

-13

Turnover (£m) 135 130 4
Intensity (kWh per £m) 133,632 120,515 -10


Boundary, Methodology and Exclusions
An 'operational control' approach has been used to define the Greenhouse Gas emissions boundary. An operational control approach is defined as ''Your organisation has operational control over an operation if it, or one of its subsidiaries, has the full authority to introduce and implement its operating policies at the operation''.

This approach captures emissions associated with the operation of all buildings, such as warehouses, offices and manufacturing sites, plus company-owned and leased transport. This report covers UK operations only, as required by SECR for Non-Quoted Large Companies.

This information was collected and reported in line with the methodology set out in the UK Government's Environmental Reporting Guidelines, 2019.


AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Report of the Director
for the year ended 31 December 2024

Emissions have been calculated using the latest conversion factors provided by the UK Government. No other material omissions from the mandatory reporting scope. For Refrigerant emissions, GWP conversion factors have been used [High-GWP Refrigerants | California Air Resources Board, Greenhouse Gas Inventory Guidance: Fugitive Emissions (epa.gov)]. There are no material omissions from the mandatory reporting scope.

Regarding market-based reporting, all electricity supplied by NPower is confirmed to be covered by Renewable Energy Guarantees of Origin (REGOs). All RoadChef MSA sites and ASDA sites (up until 31 March 2024) are also covered by REGOs (confirmed by the supplier). Due to a lack of information, the remaining electricity supply is assumed to be non-renewable.
Energy consumption (in kWh) for the period 1st January 2024 - 31st December 2024 have been used to calculate emissions for the company's financial year.

Energy Efficiency Initiatives
The company has continued to seek and implement energy efficiency measures within both the work processes and the use of work equipment. McDonald’s Restaurants Limited is actively participating in mandatory compliance schemes, such as the Energy Savings Opportunity Scheme, TCFD, and is considering implementing the recommendations outlined in the ESOS audit reports.

The following are examples of energy efficiency initiatives that are being implemented at McDonald's Restaurants Limited and its franchisees’ restaurants after recommendations from site energy audits conducted by the Mitie Energy Optimisation Team:
-Reductions to the time schedule for internal lighting, external lighting (signage, car parking lighting, etc.), Air Handling Unit (AHU) conditioning, kitchen extract system, etc.
-Improvements to the car park lighting schedule.
-Decreased temperature set points in dining and kitchen areas, e.g. overdoor heater setpoint reduced from 28 degrees celsius to 22 degrees celsius.
-Increased temperature deadbands in dining and kitchen areas, especially to AHUs.
-Local control settings change from ‘always on’ to ‘normal.
-Heating set point temperature reduction.
-BMS time adjusted to sync with actual time.

The following approaches to energy efficiency are being undertaken by the company and will be expanded over the following years:
-Mitie energy audits at stores.

Disclosure in the strategic report
The company is owned and controlled by a single director. By reference to the Corporate Governance Guidance and Principles for Unlisted Companies in the UK, published by the Institute of Directors, the director has established a framework of company processes and attitudes that add value to the business, help build its reputation and ensure its long-term continuity and success. This framework aligns with the business system and processes established by the franchisor and contributes to the continued success of the company.

Statement of director's responsibilities
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Report of the Director
for the year ended 31 December 2024


Statement as to disclosure of information to auditors
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Auditors
Griffiths Marshall are deemed re-appointed under Section 487(2) of the Companies Act 2006

On behalf of the board:





A S Gibson - Director


1 September 2025

Report of the Independent Auditors to the Members of
AG Restaurants Ltd

Opinion
We have audited the financial statements of AG Restaurants Ltd (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Director.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Report of the Independent Auditors to the Members of
AG Restaurants Ltd


Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page eight, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the industry, we identified that the principal risks of non-compliance related to breaches of health and safety, including food hygiene. We considered the extent to which non-compliance might have a material affect on the financial statements. We also considered those laws and regulations that have a direct impact on preparation of the financial statements, such as the Companies Act 2006. We examined management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of overriding of controls) and determined that the principal risks were relating to management bias in accounting estimates, in particular those of accrued liabilities and the useful life of tangible assets. We also discussed with management the possibility of non-compliance with health and safety and food hygiene regulations and reviewed the management controls in place to detect such irregularities. Audit procedures included challenging assumptions made by management in their significant accounting estimates. There are inherent limitations in the Audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions described in the financial statements, the less likely we would become aware of it. Also the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one due to error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Mr Greg Lewis (Senior Statutory Auditor)
for and on behalf of Griffiths Marshall
4th Floor
Llanthony Warehouse
The Docks
Gloucester
GL1 2EH

1 September 2025

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Income Statement
for the year ended 31 December 2024

2024 2023
Notes £ £

Turnover 3 130,687,257 135,247,574

Cost of sales (44,489,872 ) (48,242,650 )
Gross profit 86,197,385 87,004,924

Administrative expenses (83,738,193 ) (84,553,212 )
Operating profit 5 2,459,192 2,451,712

Interest receivable and similar income 100,245 20,528
2,559,437 2,472,240

Interest payable and similar expenses 6 (13,445 ) (104,037 )
Profit before taxation 2,545,992 2,368,203

Tax on profit 7 (224,936 ) (1,073,497 )
Profit for the financial year 2,321,056 1,294,706

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Other Comprehensive Income
for the year ended 31 December 2024

2024 2023
Notes £ £

Profit for the year 2,321,056 1,294,706


Other comprehensive income - -
Total comprehensive income for the year 2,321,056 1,294,706

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Balance Sheet
31 December 2024

2024 2023
Notes £ £ £ £
Fixed assets
Intangible assets 9 4,194,068 7,019,606
Tangible assets 10 6,150,538 9,146,925
Investments 11 31,250 33,750
10,375,856 16,200,281

Current assets
Stocks 12 569,769 526,495
Debtors 13 1,499,611 2,052,751
Cash at bank and in hand 11,737,471 7,587,480
13,806,851 10,166,726
Creditors
Amounts falling due within one year 14 11,618,512 12,597,691
Net current assets/(liabilities) 2,188,339 (2,430,965 )
Total assets less current liabilities 12,564,195 13,769,316

Creditors
Amounts falling due after more than one year 15 (886,158 ) (1,644,822 )

Provisions for liabilities 19 (90,674 ) (904,400 )
Net assets 11,587,363 11,220,094

Capital and reserves
Called up share capital 20 100 100
Retained earnings 21 11,587,263 11,219,994
Shareholders' funds 11,587,363 11,220,094

The financial statements were approved by the director and authorised for issue on 1 September 2025 and were signed by:





A S Gibson - Director


AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Statement of Changes in Equity
for the year ended 31 December 2024

Called up
share Retained Total
capital earnings equity
£ £ £
Balance at 1 January 2023 100 11,437,427 11,437,527

Changes in equity
Dividends - (1,512,139 ) (1,512,139 )
Total comprehensive income - 1,294,706 1,294,706
Balance at 31 December 2023 100 11,219,994 11,220,094

Changes in equity
Dividends - (1,953,787 ) (1,953,787 )
Total comprehensive income - 2,321,056 2,321,056
Balance at 31 December 2024 100 11,587,263 11,587,363

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Cash Flow Statement
for the year ended 31 December 2024

2024 2023
Notes £ £
Cash flows from operating activities
Cash generated from operations 1 3,918,675 7,455,299
Interest paid (13,445 ) (104,037 )
Tax paid (931,587 ) (266,420 )
Net cash from operating activities 2,973,643 7,084,842

Cash flows from investing activities
Purchase of intangible fixed assets - (510,000 )
Purchase of tangible fixed assets (1,156,792 ) (3,058,554 )
Purchase of fixed asset investments - (1,250 )
Sale of intangible fixed assets 3,053,146 -
Sale of tangible fixed assets 465,867 -
Sale of fixed asset investments 4,018 -
Interest received 100,245 20,528
Net cash from investing activities 2,466,484 (3,549,276 )

Cash flows from financing activities
Loan repayments in year (320,752 ) (3,257,172 )
Amount introduced by directors 1,953,787 1,512,139
Amount withdrawn by directors (969,384 ) (1,683,719 )
Equity dividends paid (1,953,787 ) (1,512,139 )
Net cash from financing activities (1,290,136 ) (4,940,891 )

Increase/(decrease) in cash and cash equivalents 4,149,991 (1,405,325 )
Cash and cash equivalents at beginning of year 2 7,587,480 8,992,805

Cash and cash equivalents at end of year 2 11,737,471 7,587,480

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Cash Flow Statement
for the year ended 31 December 2024

1. Reconciliation of profit before taxation to cash generated from operations

2024 2023
£ £
Profit before taxation 2,545,992 2,368,203
Depreciation charges 4,278,074 4,137,286
Profit on disposal of fixed assets (819,888 ) -
Finance costs 13,445 104,037
Finance income (100,245 ) (20,528 )
5,917,378 6,588,998
Increase in stocks (43,274 ) (27,140 )
Decrease in trade and other debtors 174,304 133,233
(Decrease)/increase in trade and other creditors (2,129,733 ) 760,208
Cash generated from operations 3,918,675 7,455,299

2. Cash and cash equivalents

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024
31/12/24 1/1/24
£ £
Cash and cash equivalents 11,737,471 7,587,480
Year ended 31 December 2023
31/12/23 1/1/23
£ £
Cash and cash equivalents 7,587,480 8,992,805


3. Analysis of changes in net funds

At 1/1/24 Cash flow At 31/12/24
£ £ £
Net cash
Cash at bank and in hand 7,587,480 4,149,991 11,737,471
7,587,480 4,149,991 11,737,471
Debt
Debts falling due within 1 year (323,179 ) 47,885 (275,294 )
Debts falling due after 1 year (272,868 ) 272,868 -
(596,047 ) 320,753 (275,294 )
Total 6,991,433 4,470,744 11,462,177

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements
for the year ended 31 December 2024

1. Statutory information

AG Restaurants Ltd is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. Accounting policies

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern
The directors have considered the application of the going concern basis of accounting in doing so they have considered the period from the date of this report until 31 December 2026. The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer, usually at the point of sale, the amount of revenue can be reliably measured, it is probable that the associated economic benefits will flow to the entity and the costs incurred or to be incurred in respect of the transactions can be reliably measured.

Franchise rights & fees
Franchise rights & fees, being the amounts paid on acquisition of restaurants are being written off evenly over the terms of the franchise agreements.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Short leasehold - 5% on cost
Restaurant equipment - at varying rates on cost

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Cash at bank and in hand
Cash at bank and in hand are basic financial assets comprising of cash in hand, demand deposits with bank, other short-term liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts are shown within current liabilities.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

2. Accounting policies - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Impairment of fixed assets
At each reporting end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to each asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Holiday pay accrual
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the Balance Sheet date and carried forward to future periods. This is measured at the undiscounted cost of the future holiday entitlement so accrued at the Balance Sheet date.

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

2. Accounting policies - continued

Financial instruments
The Company only enters into basic financial instruments that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

For financial assets measured at amortised cost, the impairment cost is measured at the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the assets effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.

Creditors
Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Finance costs
Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Dividends
Equity dividends are recognised when they legally become payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Judgements in applying accounting policies and key sources of estimation uncertainty
In the process of applying the company's accounting policies, management are required to make certain estimates and judgements. The key estimates and judgements are as follows:

Depreciation and residual values
The director has reviewed the asset lives and associated residual values of all fixed asset classes, and has concluded that asset lives and residual values are appropriate.

Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Holiday pay accrual
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the Balance Sheet date and carried forward to future periods. This is measured at the undiscounted cost of the future holiday entitlement so accrued at the Balance Sheet date.

3. Turnover

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2024 2023
£ £
Food 127,727,603 132,516,728
Non product 2,959,654 2,730,846
130,687,257 135,247,574

The whole of turnover is derived from the United Kingdom.

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

4. Employees and directors
2024 2023
£ £
Wages and salaries 32,820,201 33,815,098
Social security costs 1,356,816 1,248,764
Other pension costs 360,368 329,264
34,537,385 35,393,126

The average number of employees during the year was as follows:
2024 2023

Production Staff 2,811 2,962
Management Staff 85 81
2,896 3,043

2024 2023
£ £
Director's remuneration 11,604 12,495

5. Operating profit

The operating profit is stated after charging/(crediting):

2024 2023
£ £
Other operating leases 14,622,407 14,342,050
Depreciation - owned assets 3,690,902 3,484,898
Profit on disposal of fixed assets (819,888 ) -
Franchise Rights amortisation 544,958 616,226
Franchise Fees amortisation 42,214 36,162
Auditors' remuneration 13,900 12,500
Taxation compliance services 3,500 19,050
Other non- audit services 14,730 4,725

6. Interest payable and similar expenses
2024 2023
£ £
Bank interest 13,445 104,037

7. Taxation

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£ £
Current tax:
UK corporation tax 1,038,662 861,899

Deferred tax (813,726 ) 211,598
Tax on profit 224,936 1,073,497

UK corporation tax has been charged at 25% (2023 - 25%).

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

7. Taxation - continued

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2024 2023
£ £
Profit before tax 2,545,992 2,368,203
Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 -
25%)

636,498

592,051

Effects of:
Expenses not deductible for tax purposes - (99,998 )
Income not taxable for tax purposes (379 ) -
Depreciation in excess of capital allowances - 424,059
Change in UK corporation tax rate - (54,213 )
Deferred tax charge - 211,598
Fixed asset differences 69,869 -
Adjustments to tax charge in respect of previous periods - deferred tax (481,760 ) -
Chargeable gains/(losses) 708 -
Total tax charge 224,936 1,073,497

Deferred tax has been calculated at 25% (2023 - 25%).

8. Dividends
2024 2023
£ £
A Ordinary shares of £1 each
Interim 1,880,917 1,464,906
B Ordinary shares of £1 each
Interim 72,870 47,233
1,953,787 1,512,139

9. Intangible fixed assets
Franchise Franchise
Rights Fees Totals
£ £ £
Cost
At 1 January 2024 15,117,402 697,889 15,815,291
Disposals (2,613,750 ) (60,000 ) (2,673,750 )
At 31 December 2024 12,503,652 637,889 13,141,541
Amortisation
At 1 January 2024 8,588,965 206,720 8,795,685
Amortisation for year 544,958 42,214 587,172
Eliminated on disposal (425,367 ) (10,017 ) (435,384 )
At 31 December 2024 8,708,556 238,917 8,947,473
Net book value
At 31 December 2024 3,795,096 398,972 4,194,068
At 31 December 2023 6,528,437 491,169 7,019,606

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

10. Tangible fixed assets
Short Restaurant
leasehold equipment Totals
£ £ £
Cost
At 1 January 2024 251,838 30,657,682 30,909,520
Additions - 1,156,792 1,156,792
Disposals (35,600 ) (939,109 ) (974,709 )
At 31 December 2024 216,238 30,875,365 31,091,603
Depreciation
At 1 January 2024 48,076 21,714,519 21,762,595
Charge for year 14,148 3,676,754 3,690,902
Eliminated on disposal (5,177 ) (507,255 ) (512,432 )
At 31 December 2024 57,047 24,884,018 24,941,065
Net book value
At 31 December 2024 159,191 5,991,347 6,150,538
At 31 December 2023 203,762 8,943,163 9,146,925

11. Fixed asset investments
Unlisted
investments
£
Cost
At 1 January 2024 33,750
Disposals (2,500 )
At 31 December 2024 31,250
Net book value
At 31 December 2024 31,250
At 31 December 2023 33,750

Fixed asset investments consists of 31,250 (2023 - 33,750) ordinary shares of £1 each in Fries Holding Company Limited, a company registered in Guernsey. The investments are included in the accounts at cost.

12. Stocks
2024 2023
£ £
Food 375,528 371,923
Paper 98,338 102,845
Non-product 95,903 51,727
569,769 526,495

13. Debtors: amounts falling due within one year
2024 2023
£ £
Trade debtors 2,806 4,926
Other debtors 891,020 768,654
Directors' current accounts - 378,836
Prepayments 605,785 900,335
1,499,611 2,052,751

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

14. Creditors: amounts falling due within one year
2024 2023
£ £
Bank loans and overdrafts (see note 16) 275,294 323,179
Trade creditors 5,003,322 4,816,212
Corporation tax 704,347 597,272
Social security and other taxes 404,031 427,654
VAT 1,671,926 2,508,928
Other creditors 1,493,404 2,465,332
Directors' current accounts 605,567 -
Deferred income 485,796 485,796
Accrued expenses 974,825 973,318
11,618,512 12,597,691

15. Creditors: amounts falling due after more than one year
2024 2023
£ £
Bank loans (see note 16) - 272,868
Deferred income 886,158 1,371,954
886,158 1,644,822

16. Loans

An analysis of the maturity of loans is given below:

2024 2023
£ £
Amounts falling due within one year or on demand:
Bank loans 275,294 323,179

Amounts falling due between one and two years:
Bank loans - 1-2 years - 272,868

The remaining bank loan is repayable in one year. The interest rate applied to the loan is based on Base rate plus a margin of 1.4%.

17. Leasing agreements

Minimum lease payments under non-cancellable operating leases fall due as follows:
2024 2023
£ £
Within one year 2,987,510 3,556,620
Between one and five years 11,006,493 12,796,784
In more than five years 22,853,850 28,634,737
36,847,853 44,988,141

Lease payments recognised as an expense in the year totalled £14,622,407 (2023 - £14,320,350).

The Company's restaurant premises are leased from McDonalds Restaurants Limited under non-cancellable operating leases with expiry terms of more than five years. Rent is calculated as a percentage of sales above base, the above operating lease commitment only relates to base rent. Each restaurant pays its own unique base rent based on its circumstances, with the remainder of the rent being based on the performance of the restaurant.

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

18. Financial instruments

Financial Assets 2024 2023
£    £   
Financial assets as an equity instrument 31,250 33,750
Financial assets that are debt instruments measured at amortised cost 12,631,297 8,739,896
12,662,547 8,773,646


Financial Liabilities 9,724,366 10,708,659
9,724,366 10,708,659

19. Provisions for liabilities
2024 2023
£ £
Deferred tax 90,674 904,400

Deferred tax
£
Balance at 1 January 2024 904,400
Credit to Income Statement during year (813,726 )
Balance at 31 December 2024 90,674

The deferred tax account consists of the tax effect of timing differences in respect of accelerated capital allowances.

20. Called up share capital

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £ £
75 A Ordinary £1 75 75
25 B Ordinary £1 25 25
100 100

21. Reserves
Retained
earnings
£

At 1 January 2024 11,219,994
Profit for the year 2,321,056
Dividends (1,953,787 )
At 31 December 2024 11,587,263

22. Related party disclosures

During the year, total dividends of £1,880,917 (2023 - £1,464,906) were paid to the director .

Total dividends of £72,870 (2023 - £47,233) were paid to the directors spouse.

As at the balance sheet date, the amount owed from the company to the director Mr A S Gibson totals £605,567 (2023 - owed to the company £378,836). The loan is provided interest free and is repayable on demand.

AG RESTAURANTS LTD (REGISTERED NUMBER: SC287991)

Notes to the Financial Statements - continued
for the year ended 31 December 2024

22. Related party disclosures - continued

Key management personnel remuneration is disclosed under note 4 of the notes to the financial statements.

23. Ultimate controlling party

The ultimate controlling party is A S Gibson.