Company Registration Number SC329083
SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
COMPANY INFORMATION
SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
CONTENTS
SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
The directors present their report and the financial statements for the year ended 31 March 2025.
The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.
The directors who served during the year were:
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
Under section 487(2) of the Companies Act 2006, Armstrong Watson Audit Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SCOTLAND FOOD & DRINK
We have audited the financial statements of Scotland Food & Drink (the 'Company') for the year ended 31 March 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, 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).
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 United Kingdom, including the Financial Reporting Council'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.
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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SCOTLAND FOOD & DRINK (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report has been prepared in accordance with applicable legal requirements.
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 Directors' Report.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SCOTLAND FOOD & DRINK (CONTINUED)
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 an Auditors' Report 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.
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:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities,
including fraud and non-compliance with laws and regulations, was as follows:
• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and knowledge of the Company to identify or recognise non-compliance with applicable laws and regulations.
• we identified the laws and regulations applicable to the Company through discussions with directors and other management and review of appropriate industry knowledge. Key laws and regulations we identified during the audit were the UK Companies Act 2006, UK tax legislation and UK employment legislation;
• we assessed the extent of compliance with the laws and regulations identified above by making enquiries of management and
• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the Company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
• considering the internal controls in place to mitigate risks of fraud and non-compliance with
laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
• performed analytical procedures as a risk assessment tool to identify any unusual or unexpected relationships;
• reviewed key judgements and estimates for any evidence of management bias.
• reviewed the application of accounting policies with focus on those with heightened estimation uncertainty.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
• agreeing financial statement disclosures to underlying supporting documentation and
• enquiring of management to identify actual and potential litigation and claims.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SCOTLAND FOOD & DRINK (CONTINUED)
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 Auditors' 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 Auditors' 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.
for and on behalf of
Chartered Accountants and Statutory Auditors
Glasgow
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
REGISTERED NUMBER: SC329083
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 10 to 17 form part of these financial statements.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The Company (SC329083) is a private limited company by guarantee without share capital use of 'Limited' exemption. It is incorporated in Scotland and the address of its registered office is 1F1, Ratho Park One, 88 Glasgow Road, Newbridge, Edinburgh, United Kingdom, EH28 8PP.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The directors are constantly monitoring the operating environment for the industry, given the importance of membership income to the Company's finances. Along with the long-standing support of grant income that has been consistently provided to the company over many years, this “private/public” partnership provides a compelling industry proposition which also provides a solid base of income to drive the Company’s future plans forward. The inflationary cost environment is placing real financial strain on the whole food and drink supply chain. It is these factors shaping much of the company’s delivery work, to support the industry in navigating through volatile times whilst also identifying new market opportunities for growth. Rising costs are also affecting the Company directly, however the Board and staff are ensuring the Company continues to operate sustainably.
After reviewing the Company's forecasts and projections, the directors are confident the Company has adequate resources to continue in operational existence for the foreseeable future. These forecasts and projections are based on the implicit assumption that the continued level of support as has historically been provided from “private/public” resources will be maintained.
On that basis the Company therefore continues to adopt the going concern basis in preparing its financial statements.
After reviewing the Company's forecasts and projections, the directors are confident the Company has adequate resources to continue in operational existence for the foreseeable future. These forecasts and projections are based on the implicit assumption that the continued level of support as has historically been provided from “private/public” resources will be maintained.
On that basis the Company therefore continues to adopt the going concern basis in preparing its financial statements.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Membership income
Membership fee income represents revenue earned under the sale of annual subscriptions to member organisations. Individual membership fees are recognised on a straight line basis over the period to which they relate. Membership fees received, but not recognised as income, are included in accruals and deferred income. Subscriptions billed to members but not paid, are included in trade debtors and no income is recognised until payment commences.
Event income
Event income represents income derived from hosting events. The income for each event is recognised within the year in which the event takes place. For income received in advance of an event, this is deferred and released in the year in which the event is undertaken.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
2.Accounting policies (continued)
At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The directors are of the opinion that there are no significant judgements or estimates which require further disclosure.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The Company is a private company limited by guarantee and consequently does not have share capital. Each of the members is liable to contribute an amount not exceeding £1 towards the assets of the Company in the event of liquidation.
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SCOTLAND FOOD & DRINK
(A Company Limited by Guarantee)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
The directors have continued to liaise with third party tax professionals after receiving a full review in 2023 of the Company’s accounting for value added tax. While the situation is still being monitored, it has been concluded that there exists two possible outcomes, of which one would result in a potential payable liability, while the second outcome would result in no liability. The second outcome is subject to the proposed treatment being accepted by HMRC for which the directors believe there to be supporting evidence within VAT law. A technical query has been submitted to HMRC and follow-up correspondence is ongoing at present, with a final response still to be received. Given the uncertainty over the position, in respect of both likelihood of outcome and the potential quantum of the liability, the directors have concluded that it remains impractical to disclose an estimate of the potential liability.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £118,259 (2024 - £102,253). Contributions totalling £20,515 (2024 - £Nil) were payable to the fund at the reporting date and are included in creditors.
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