FERGUSON & MENZIES LIMITED


Director	PROUD, John Nicholas


Registered Address	312 Broomloan Road
	Govan
	Glasgow
	G51 2JW


Registered Number	SC034282 (Scotland)

Notes to the Financial Statements
for the year ended 31 March 2026

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in Scotland. The company's registered number and registered office address can be found on the Company Information page. The principal activity of the company continued to be that of the manufacture of a comprehensive range of synthetic and mineral based lubricants.

	Basis of preparation
	The financial statements have been prepared under the historical cost convention on a going concern basis unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

	Functional and presentation currency
	The financial statements are presented in sterling and this is the functional currency of the company.

	Going concern
	The directors have concluded that it continues to be appropriate to present the accounts on a Going Concern basis.

	Turnover policy
	Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and/or the rendering of services. Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer.

	Interest income
	Interest income is recognised using the effective interest rate method.

	Defined contribution pension plan
	The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further obligation. Contributions to defined contribution plans are expensed in the period to which they relate. Amounts not paid are shown in other creditors in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further obligation. 

Contributions to defined contribution plans are expensed in the period to which they relate.  Amounts not paid are shown in other creditors in the Statement of Financial Position.  The assets of the plan are held separately from the company in independently administered funds.

	Borrowing costs
	Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

	Finance costs
	Finance costs charged to the profit or loss include interest expense calculated using the effective interest method, finance charges on finance leases, and exchange differences on foreign currency borrowings where these are treated as an adjustment to interest costs.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to the Income Statement

Foreign currency translation

Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to the Income Statement

	Current taxation
	Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

	Deferred tax
	Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.

Deferred tax

Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. 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. 

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.

	Tangible fixed assets and depreciation
	Tangible fixed assets are stated at cost or valuation less depreciation. 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 disposal are determined by comparing the proceeds with the carrying amount and are recognised in the Income Statement Depreciation is provided on all tangible fixed assets as follows:

Tangible fixed assets and depreciation

Tangible fixed assets are stated at cost or valuation less depreciation. 

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 disposal are determined by comparing the proceeds with the carrying amount and are recognised in the Income Statement

Depreciation is provided on all tangible fixed assets as follows:


	Reducing balance (%)	Straight line (years)
Land and buildings	-	33
Plant and machinery	-	10
Fixtures and fittings	-	5
Vehicles	25	-

	Finance leases and hire purchase contracts
	Assets held under finance leases which are leases where substantially all the risks and rewards of ownership of the asset have passed to the company, and hire purchase contracts are capitalised in the Statement of Financial Position. They are depreciated over the shorter of their useful lives or the term of the lease. All other lease arrangements are classified as an operating lease

	Stocks and work in progress
	Stocks are valued at the lower of cost and estimated selling price (less any associated costs to enable such sales to complete). At each date of Statement of Financial Position, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Income Statement.

	Trade and other debtors
	Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.

Trade and other debtors

Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.

	Trade and other creditors
	Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

	Financial instruments
	The company enters into basic financial instrument transactions 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 ordinary shares.

	Share capital
	Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

2.	Average number of employees


		2026		2025
	Average number of employees during the year	24		24

3.	Tangible fixed assets

	Land & buildings	Plant & machinery	Vehicles	Fixtures & fittings	Total
	£	£	£	£	£
Cost or valuation
At 01 April 25	465,599	1,151,331	174,730	170,451	1,962,111
Additions	-	659	-	-	659
Disposals	-	-	(32,044)	-	(32,044)
At 31 March 26	465,599	1,151,990	142,686	170,451	1,930,726
Depreciation and impairment
At 01 April 25	212,409	1,000,892	109,491	162,405	1,485,197
Charge for year	11,885	25,360	15,795	3,952	56,992
On disposals	-	-	(25,352)	-	(25,352)
At 31 March 26	224,294	1,026,252	99,934	166,357	1,516,837
Net book value
At 31 March 26	241,305	125,738	42,752	4,094	413,889
At 31 March 25	253,190	150,439	65,239	8,046	476,914

4.	Stocks

	2026	2025
	£	£
Raw materials and consumables	190,977	202,488
Finished goods	334,740	411,954
Total	525,717	614,442

5.	Debtors: amounts due within one year

	2026	2025
	£	£
Trade debtors / trade receivables	874,085	904,068
Amounts owed by group undertakings	659,050	547,025
Other debtors	21,792	11,199
Prepayments and accrued income	13,769	158,602
Total	1,568,696	1,620,894

6.	Creditors: amounts due within one year

	2026	2025
	£	£
Trade creditors / trade payables	648,302	846,776
Bank borrowings and overdrafts	409,453	481,868
Taxation and social security	126,420	162,910
Finance lease and HP contracts	21,919	28,045
Other creditors	110,250	-
Accrued liabilities and deferred income	20,162	19,235
Total	1,336,506	1,538,834


	The finance leases are secured on the assets concerned. The loan is secured on the assets in connection to the AdBlue blending site.

7.	Creditors: amounts due after one year

	2026	2025
	£	£
Other creditors	23,698	45,616
Total	23,698	45,616


	The finance leases are secured on the assets concerned.

8.	Obligations under finance leases

		2026		2025
		£		£
	Finance lease and HP contracts	45,616		73,661

9.	Provisions for liabilities

	2026	2025
	£	£
Net deferred tax liability (asset)	35,800	45,928
Total	35,800	45,928

10.	Pension commitments
	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 £73,530 (2025: £28,276). Contributions totalling £8,373 (2025: £2,239) were payable to the fund at the reporting date and are included in creditors.

10.

Pension commitments

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 £73,530 (2025: £28,276). Contributions totalling £8,373 (2025: £2,239) were payable to the fund at the reporting date and are included in creditors.

11.	Operating lease commitments
	At 31 March 2026, the company had future minimum lease payments under non-cancellable operating leases of £396,548 (2025: £373,953).

12.	Share capital
	65,000 (2025: 65,000) Ordinary A shares of £1.00 each.

13.	Related party transactions
	As at 31 March 2026, the company was owed £659,050 (2025: £547,025) by the parent company, Ferguson & Menzies Topco Limited. The loan is unsecured, interest free and repayable upon demand.

14.	Parent-subsidiary relationships
	Ferguson & Menzies Limited is the subsidiary company of Ferguson & Menzies Topco Limited (SC758947), which holds 100% control.

	Notes	2026		2025
		£	£	£	£
Fixed assets
Tangible assets	3		413,889		476,914
			413,889		476,914
Current assets
Stocks	4	525,717		614,442
Debtors	5	1,568,696		1,620,894
Cash at bank and on hand		6,487		36,880
		2,100,900		2,272,216
Creditors amounts falling due within one year	6	(1,336,506)		(1,538,834)
Net current assets (liabilities)			764,394		733,382
Total assets less current liabilities			1,178,283		1,210,296
Creditors amounts falling due after one year	7		(23,698)		(45,616)
Provisions for liabilities	9		(35,800)		(45,928)
Net assets			1,118,785		1,118,752
Capital and reserves
Called up share capital			65,000		65,000
Other reserves			35,000		35,000
Profit and loss account			1,018,785		1,018,752
Shareholders' funds			1,118,785		1,118,752