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Company No: SC062889 (Scotland)

J.G. ROSS (BAKERS) LIMITED

Annual Report and Financial Statements
For the financial year ended 30 March 2025

J.G. ROSS (BAKERS) LIMITED

Annual Report and Financial Statements

For the financial year ended 30 March 2025

Contents

J.G. ROSS (BAKERS) LIMITED

COMPANY INFORMATION

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

COMPANY INFORMATION (continued)

For the financial year ended 30 March 2025
DIRECTORS R J Gordon
C J Ross
G J Ross
REGISTERED OFFICE Highclere Business Park
Highclere Way
Inverurie
AB51 5QW
United Kingdom
COMPANY NUMBER SC062889 (Scotland)
AUDITOR Hall Morrice LLP
Statutory Auditor
6 & 7 Queens Terrace
Aberdeen
AB10 1XL
BANKERS Virgin Money PLC
26 West High Steet
Inverurie
Aberdeenshire
AB51 3SL
J.G. ROSS (BAKERS) LIMITED

STRATEGIC REPORT

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

STRATEGIC REPORT (continued)

For the financial year ended 30 March 2025

The directors present their Strategic Report for the financial year ended 30 March 2025.

REVIEW OF THE BUSINESS

The principal activities of the company continue to be the manufacture, retail and wholesale of freshly baked craft bakery products. There was no significant change in business activities from 2024 to 2025.

The business strategy is to expand our wholesale business through building relationships with businesses that share a similar passion for local fresh produce and to grow our retail activities through store refits and site acquisitions.

The overall sales performance has been reasonable but has been masked by margin pressures resulting from increases in labour, commodity and utility costs.

KEY PERFORMANCE INDICATORS ('KPIS')

The key performance indicators used to monitor the business are as follows: -

2025 2024
£ £
Turnover (£) 17,200,348 16,481,945
Gross margin % 44 44
Payroll costs as % turnover 37 35
EBITDA (£) 1,454,096 1,426,192
Capital expenditure 542,362 790,748

PRINCIPAL RISKS AND UNCERTAINTIES

The largest risks facing the business are primarily external factors, in particular rising commodity and utility prices as well as the competitive environment. The significant increases in the National Living Wage will further fuel inflationary pressures and challenge margins.

Where possible the business enters into long-term supply agreements with key suppliers to manage input costs and availability. Product range and processes are continually monitored to ensure our products consistently meet customers’ needs as efficiently as possible.

FUTURE DEVELOPMENTS

The directors continue to explore opportunities to continue the growth of the company and maintain its position in the marketplace.

OTHER PERFORMANCE INDICATORS

As a second-generation family business, the directors recognise that the long-term success of the business is dependent on how we react with our stakeholders. As such we seek to build long term mutually beneficial relationships based on trust, loyalty and respect, with our employees, customers and suppliers.

We consistently reinvest in the business and create our products using premium ingredients and skilled staff to provide consistently high-quality products to our customers and safe, secure and rewarding employment for our staff.

Community involvement has always been at the core of our business supporting trade associations and local causes.

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

G J Ross
Director

18 September 2025

J.G. ROSS (BAKERS) LIMITED

DIRECTORS' REPORT

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

DIRECTORS' REPORT (continued)

For the financial year ended 30 March 2025

The directors present their annual report on the affairs of the company, together with the financial statements and auditors’ report, for the financial year ended 30 March 2025.

DIVIDENDS

The directors paid a dividend of £1,750,000 in the current financial year (2024: £Nil).

FUTURE DEVELOPMENTS

Details of future developments can be found in the Strategic Report.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

Our financial risk management objectives are to ensure there is sufficient working capital and cash flow for the company to meet its operating needs and to ensure there is sufficient support for its growth strategy. This is achieved through careful management of our cash resources.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

R J Gordon
C J Ross
G J Ross

DISABLED EMPLOYEES

Applications for employment by disabled persons are always fully considered, bearing in mind the abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with the company continues and that appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

EMPLOYEE CONSULTATION

The company's policy is to consult and discuss with employees matters likely to affect employees' interests. Information about matters of concern to employees are discussed with them appropriately.

STRATEGIC REPORT

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the principal activities of the company.

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and

* The director has taken all the steps that they ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.


Hall Morrice LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.



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

G J Ross
Director

18 September 2025

J.G. ROSS (BAKERS) LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT (continued)

For the financial year ended 30 March 2025

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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 company and of the profit or loss of the company for that financial period.

In preparing these financial statements, the directors are required to:
* Select suitable accounting policies and then apply them consistently;
* Make judgements and accounting estimates that are reasonable and prudent;
* State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
* Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping 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 them to ensure that the financial statements comply with the Companies Act 2006. The directors are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF J.G. ROSS (BAKERS) LIMITED

For the financial year ended 30 March 2025

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF J.G. ROSS (BAKERS) LIMITED (continued)

For the financial year ended 30 March 2025

Opinion

We have audited the financial statements of J.G. Ross (Bakers) Limited for the financial year ended 30 March 2025, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity, the accounting policies, and the related notes 1 to 20, including 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 of J.G. Ross (Bakers) Limited (the ‘company’):
* Give a true and fair view of the state of the company's affairs as at 30 March 2025 and of its profit for the financial year then ended;
* Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; 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)). Our responsibilities under those standards are further described in the auditor's 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 directors' 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 directors with respect to going concern are described in the relevant sections of this report.

Other information


The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
* The Strategic Report and Directors' Report has 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 and the Directors' Report. We have nothing to report in respect of the following matters in relation to which 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 directors’ remuneration specified by law are not made; or
* We have not received all the information and explanations we require for our audit;

Responsibilities of directors

As explained more fully in the Directors’ Responsibilities Statement, the directors are 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 directors determine is 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor’s 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.

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.

Extent to which the audit was considered capable of detecting irregularities, including fraud

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.

In identifying and assessing the risk of material misstatement due to non-compliance with laws and regulations we have:

* Ensured that the engagement team had the appropriate competence, capabilities and skills to identify or recognise non-compliance with laws and regulations;
* Identified the laws and regulations applicable to the entity through discussions with directors and management and through our own knowledge of the sector;
* Focused on the specific laws and regulations we consider may have a direct effect on the financial statements, including FRS 102, the Companies Act 2006 and tax compliance regulations;
* Focused on the specific laws and regulations we consider may have an indirect effect on the financial statements that are central to the entity's ability to trade including those relating to employees, Food Safety Standards and Health and Safety Regulations;
* Reviewed the financial statement disclosures and tested to supporting documentation to assess compliance with applicable laws and regulations;
* Made enquiries of management and inspected legal correspondence; and
* Ensured the engagement team remained alert to instances of non-compliance throughout the audit.

In identifying and assessing the risk of material misstatement due to irregularities, including fraud and how it may occur, and the potential for management bias and the override of controls we have:

* Obtained an understanding of the entity's operations, including the nature of its revenue sources and of its objectives and strategies, to understand the classes of transactions, account balances, expected financial disclosures and business risks that may result in risk of material misstatement;
* Obtained an understanding of the internal controls in place to mitigate risks of irregularities, including fraud;
* Vouched balances and reconciling items in key control account reconciliations to supporting documentation;
* Carried out detailed testing, on a sample basis, to verify the completeness, occurrence, existence and accuracy of transactions and balances;
* Carried out detailed testing to verify the completeness, occurrence, validity, existence and accuracy of income including cut-off testing and ensuring income recognition is in line with stated accounting policies;
* Made enquiries of management as to where they consider there was a susceptibility to fraud, and their knowledge of any actual, suspected or alleged fraud;
* Tested journal entries to identify any unusual transactions;
* Performed analytical procedures to identify any significant or unusual transactions;
* Investigated the business rationale behind any significant or unusual transactions; and
* Evaluated the appropriateness of accounting policies and the reasonableness of accounting estimates.

We did not identify any matters relating to non-compliance with laws and regulations, or relating to fraud.

Because of the inherent limitations of an audit, there is an unavoidable risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. The risk of not detecting a material misstatement due to fraud is inherently more difficult than detecting those that result from error as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. In addition, the further removed any non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

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 an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Derek Petrie MA (Hons) CA (Senior Statutory Auditor)
For and on behalf of
Hall Morrice LLP
Statutory Auditor

6 & 7 Queens Terrace
Aberdeen
AB10 1XL

18 September 2025

J.G. ROSS (BAKERS) LIMITED

STATEMENT OF COMPREHENSIVE INCOME

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

STATEMENT OF COMPREHENSIVE INCOME (continued)

For the financial year ended 30 March 2025
Note 2025 2024
£ £
Turnover 3 17,200,348 16,481,945
Cost of sales ( 9,600,045) ( 9,270,701)
Gross profit 7,600,303 7,211,244
Administrative expenses ( 6,628,951) ( 6,236,627)
Operating profit 971,352 974,617
Interest receivable and similar income 4 16,694 63,064
Interest payable and similar expenses 4 0 ( 130)
Profit before taxation 5 988,046 1,037,551
Tax on profit 8 ( 247,011) ( 259,840)
Profit for the financial year 741,035 777,711
Other comprehensive income 0 0
Total comprehensive income 741,035 777,711

All amounts relate to continuing operations.

J.G. ROSS (BAKERS) LIMITED

BALANCE SHEET

As at 30 March 2025
J.G. ROSS (BAKERS) LIMITED

BALANCE SHEET (continued)

As at 30 March 2025
Note 2025 2024
£ £
Fixed assets
Tangible assets 10 2,349,452 2,296,179
Investments 11 42 42
2,349,494 2,296,221
Current assets
Stocks 12 332,826 335,583
Debtors 13 1,770,303 2,005,152
Cash at bank and in hand 1,788,233 1,800,910
3,891,362 4,141,645
Creditors: amounts falling due within one year 14 ( 2,498,650) ( 1,703,920)
Net current assets 1,392,712 2,437,725
Total assets less current liabilities 3,742,206 4,733,946
Provision for liabilities 15 ( 519,753) ( 502,528)
Net assets 3,222,453 4,231,418
Capital and reserves 16
Called-up share capital 106,831 106,831
Profit and loss account 3,115,622 4,124,587
Total shareholder's funds 3,222,453 4,231,418

The financial statements of J.G. Ross (Bakers) Limited (registered number: SC062889) were approved and authorised for issue by the Board of Directors on 18 September 2025. They were signed on its behalf by:

G J Ross
Director
J.G. ROSS (BAKERS) LIMITED

STATEMENT OF CHANGES IN EQUITY

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

STATEMENT OF CHANGES IN EQUITY (continued)

For the financial year ended 30 March 2025
Called-up share capital Profit and loss account Total
£ £ £
At 31 March 2023 106,831 3,346,876 3,453,707
Profit for the financial year 0 777,711 777,711
Total comprehensive income 0 777,711 777,711
At 30 March 2024 106,831 4,124,587 4,231,418
At 31 March 2024 106,831 4,124,587 4,231,418
Profit for the financial year 0 741,035 741,035
Total comprehensive income 0 741,035 741,035
Dividends paid on equity shares (note 9) 0 ( 1,750,000) ( 1,750,000)
At 30 March 2025 106,831 3,115,622 3,222,453
J.G. ROSS (BAKERS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 30 March 2025
J.G. ROSS (BAKERS) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 30 March 2025
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

J.G. Ross (Bakers) Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in Scotland. The address of the company's registered office is Highclere Business Park, Highclere Way, Inverurie, AB51 5QW, United Kingdom.

The principal activities are set out in the Strategic Report.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

J.G. Ross (Bakers) Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it. Exemptions have been taken in relation to share-based payments, financial instruments, presentation of a Cash Flow Statement and remuneration of key management personnel.

The financial statements of the company are consolidated in the financial statements of J G Ross of Inverurie Ltd. These consolidated financial statements are available from its registered office at Highclere Business Park, Highclere Way, Inverurie, Aberdeenshire, AB51 5QW.

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least twelve months from the date of signing the financial statements. Thus the directors have continued to adopt the going concern basis of accounting in preparing the financial statements.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on delivery of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
For defined contribution schemes the amounts charged to the Statement of Comprehensive Income in respect of pension costs and other post-retirement benefits are the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are shown as either accruals or prepayments in the Balance Sheet.

Other long-term employee benefits are measured at the present value of the benefit obligation at the reporting date.

Taxation

Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the Balance Sheet date. Timing differences are differences between the company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.

When the amount that can be deducted for tax for an asset that is recognised in a business combination is less (more) than the value at which it is recognised, a deferred tax liability (asset) is recognised for the additional tax that will be paid (avoided) in respect of that difference. Similarly, a deferred tax asset (liability) is recognised for the additional tax that will be avoided (paid) because of a difference between the value at which a liability is recognised and the amount that will be assessed for tax.

Deferred tax liabilities are recognised for timing differences arising from investments in subsidiaries and associates, except where the company is able to control the reversal of the timing difference and it is probable that it will not reverse in the foreseeable future.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to property, plant and equipment is measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to the sale of the asset.

Where items recognised in the Statement of Comprehensive Income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income.

Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset only if: a) the company has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on the company and the company intends either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Leasehold improvements 6 - 10 years straight line
Plant and machinery 4 - 10 years straight line
Vehicles 25 - 35 % reducing balance

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Leases

The company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Statement of Comprehensive Income over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Comprehensive Income as described below.

Non-financial assets
At each balance sheet date, the company reviews 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). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future 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 the asset for which the estimates of future cash flows have not been adjusted.

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. 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.

Financial assets
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in creditors: amounts falling due within one year.

Financial instruments

Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments
Equity instruments issued by the company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Provisions

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

2. Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, which are described in note 1, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the financial year in which the estimate is revised if the revision affects only that financial year, or in the financial year of the revision and future financial years if the revision affects both current and future financial years.

The directors do not consider that any critical judgements have been made in the application of the company's accounting policies and no key sources of estimation uncertainty have been identified that have a significant risk of causing a material misstatement to the carrying amount of assets and liabilities within the financial year.

Key source of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows:

*Useful economic lives of tangible fixed assets*

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

3. Turnover

Turnover represents the fair value of goods/services provided to customers during the financial year excluding value added tax.

Breakdown by business class

An analysis of the company's turnover by class of business is set out below.

2025 2024
£ £
Sales of goods 17,089,026 16,399,861
Rendering of services 101,805 73,653
Commissions 9,517 8,431
17,200,348 16,481,945

Turnover is wholly attributable to the principal activity of the company and arises solely within the United Kingdom.

4. Interest receivable and interest payable

2025 2024
£ £
Interest receivable and similar income 16,694 63,064
Interest payable and similar expenses 0 ( 130)
16,694 62,934

Interest receivable and similar income

2025 2024
£ £
Bank interest 16,694 63,064

Interest payable and similar expenses

2025 2024
£ £
Finance leases and hire purchase contracts 0 ( 130)

5. Profit before taxation

Profit before taxation is stated after charging/(crediting):

2025 2024
£ £
Depreciation of tangible fixed assets (note 10) 482,744 451,575
Operating lease rentals 748,922 688,402
Gain on disposal of fixed assets ( 8,654) ( 801)
Fees payable to the company’s auditor for the audit of the company's annual financial statements 18,500 19,750

6. Staff number and costs

2025 2024
Number Number
The average monthly number of employees (including directors) was:
Management, administration and selling 212 213
Production 97 98
309 311

Their aggregate remuneration comprised:

2025 2024
£ £
Wages and salaries 5,708,292 5,266,034
Social security costs 450,662 390,011
Other retirement benefit costs 148,325 119,312
6,307,279 5,775,357

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

7. Directors' remuneration

2025 2024
£ £
Directors' emoluments 109,124 100,849
Company contributions to money purchase pension schemes 20,595 18,742
129,719 119,591
2025 2024
Number Number
Members of a money purchase pension scheme 1 1

8. Tax on profit

2025 2024
£ £
Current tax on profit
UK corporation tax 229,786 166,323
Total current tax 229,786 166,323
Deferred tax
Origination and reversal of timing differences 17,225 93,517
Total deferred tax 17,225 93,517
Total tax on profit 247,011 259,840

Changes to the UK corporation tax rates were substantively enacted as part of Finance Bill 2023 (on 10 January 2023). These changes included an increase in the main rate to 25% from April 2023. Deferred taxes at the balance sheet date, in relation to UK companies, are measured using tax rates enacted as at the balance sheet date (25%).

Tax reconciliation

The tax assessed for the year is lower than (2024: higher than) the standard rate of corporation tax in the UK:

2025 2024
£ £
Profit before taxation 988,046 1,037,551
Tax on profit at standard UK corporation tax rate of 25% (2024: 24.9836%) 247,012 259,218
Effects of:
Expenses not deductible for tax purposes 0 87
Adjustments in respect of prior years 0 ( 6,420)
Remeasurement of deferred tax for changes in tax rate 0 57
Movement in deferred tax not recognised (1) 6,898
Total tax charge for year 247,011 259,840

9. Dividends on equity shares

2025 2024
£ £
Amounts recognised as distributions to equity holders in the financial year:
Final dividend for the financial year ended 30 March 2025 of £16.38 (2024: £Nil) per ordinary share 1,750,000 0

10. Tangible assets

Leasehold improve-
ments
Plant and machinery Vehicles Total
£ £ £ £
Cost
At 31 March 2024 257,520 5,142,798 905,244 6,305,562
Additions 0 364,979 177,383 542,362
Disposals 0 ( 273,914) ( 44,721) ( 318,635)
At 30 March 2025 257,520 5,233,863 1,037,906 6,529,289
Accumulated depreciation
At 31 March 2024 54,216 3,456,420 498,747 4,009,383
Charge for the financial year 23,224 318,859 140,661 482,744
Disposals 0 ( 273,638) ( 38,652) ( 312,290)
At 30 March 2025 77,440 3,501,641 600,756 4,179,837
Net book value
At 30 March 2025 180,080 1,732,222 437,150 2,349,452
At 30 March 2024 203,304 1,686,378 406,497 2,296,179

11. Fixed asset investments

2025 2024
£ £
Subsidiary undertakings 2 2
Other investments and loans 40 40
42 42

Investments in subsidiaries

2025
£
Cost
At 31 March 2024 24,152
At 30 March 2025 24,152
Provisions for impairment
At 31 March 2024 24,150
At 30 March 2025 24,150
Carrying value at 30 March 2025 2
Carrying value at 30 March 2024 2

Other investments Total
£ £
Cost or valuation before impairment
At 31 March 2024 40 40
At 30 March 2025 40 40
Carrying value at 30 March 2025 40 40
Carrying value at 30 March 2024 40 40

Investments in shares

Details of the company's subsidiaries at 30 March 2025 are as follows:

Name of entity Registered office Principal activity Class of
shares
Ownership
30.03.2025
Ownership
30.03.2024
Held
A Food Affair Limited Highclere Business Park, Highclere Way, Inverurie, Aberdeenshire, AB51 5QW Dormant Ordinarty 100.00% 100.00% Direct

12. Stocks

2025 2024
£ £
Raw materials 213,454 222,401
Finished goods 119,372 113,182
332,826 335,583

13. Debtors

2025 2024
£ £
Trade debtors 1,110,953 1,041,350
Amounts owed by group undertakings (note 18) 0 286,171
Other debtors 185,601 232,728
Prepayments and accrued income 473,749 444,903
1,770,303 2,005,152

14. Creditors: amounts falling due within one year

2025 2024
£ £
Trade creditors 787,680 1,041,042
Amounts owed to group undertakings (note 18) 897,470 0
Corporation tax 45,179 25,393
Other taxation and social security 132,125 87,789
Accruals 167,209 126,204
Other creditors 468,987 423,492
2,498,650 1,703,920

15. Provision for liabilities

2025 2024
£ £
Deferred tax 519,753 502,528
Deferred taxation Total
£ £
At 31 March 2024 502,528 502,528
Charged to the Profit and Loss Account 17,225 17,225
At 30 March 2025 519,753 519,753

Deferred tax

2025 2024
£ £
Accelerated capital allowances 521,735 504,273
Other timing differences ( 1,982) ( 1,745)
Provision for deferred tax 519,753 502,528

16. Called-up share capital and reserves

2025 2024
£ £
Allotted, called-up and fully-paid
106,831 Ordinary shares of £ 1.00 each 106,831 106,831
Presented as follows:
Called-up share capital presented as equity 106,831 106,831

The Company's other reserves are as follows:

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

17. Financial commitments

Commitments

Capital commitments are as follows:

2025 2024
£ £
Contracted for but not provided for:
Tangible fixed assets 176,287 11,869

Lessee

Total future minimum lease payments under non-cancellable operating leases are as follows:

2025 2024
£ £
within one year 69,657 69,657
between one and five years 215,308 239,592
after five years 83,027 125,400
367,992 434,649

18. Related party transactions

The company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the company is a wholly owned member.

19. Security

Virgin Money PLC holds a floating charge over the assets and undertakings of the company.

20. Controlling party

The immediate parent company and ultimate parent company is J G Ross of Inverurie Ltd, a company incorporated in Scotland.

The largest entity into which the results are consolidated is is J G Ross of Inverurie Ltd, and these accounts are accessible via UK Companies House.