Company registration number SC007954 (Scotland)
L.S. SMELLIE & SONS, LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
L.S. SMELLIE & SONS, LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 26
L.S. SMELLIE & SONS, LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 1 -

The directors present the strategic report for the year ended 31 January 2026.

Principal activities

The principal activity of the company is the supply of agricultural feed.

Fair review of the business

The results of the company show a profit before taxation of £940,856 (2025 £1,396,869) for the year and turnover of £23,275,818 (2025 £22,079,537).

 

Trading across the business was positive with an increase in turnover and gross profit compared to prior year despite the furniture market business being closed from the end of April 2025. The improvement in gross margin to 18.3% from 17.6% was primarily driven by improved procurement practices across several product categories.

 

L.S. Smellie Holdings Ltd, the company's parent undertaking, was acquired by Carrs Billington Agriculture (Sales) Limited on 13 November 2025.

 

The key financial and other performance indicators during the year were as follows:

52 week period ended 31 January
52 week period ended 31 January
2026
2025
£'000
£'000
Turnover
23,276
22,080
Operating profit (pre exceptional item)
924
1,314
Profit before tax
941
1,397
Shareholders' funds
3,680
4,765
Current assets % current liabilities
162%
212%
Average number of employees
29
32
Principal risks and uncertainties

The directors meet regularly to discuss the risks facing the business, the principal risks and uncertainties facing the company are broadly financial risks. The company's activities expose it to a variety of financial risks, which the Board reviews and agrees policies to manage each of these risks and they are summarised below. These policies have remained unchanged throughout the year.

 

Credit risk

The company has no significant concentrations of credit risk. Credit risk arises from cash and cash equivalents, deposits with bank and financial institutions, as well as credit exposures to customers.

 

In relation to trade debtors, the major source of estimation uncertainty is the recoverable value of those debtors. The judgements applied to this include the credit quality of customers, taking into account their financial positions, past experiences and other relevant factors. Individual customer credit limits are imposed based on these factors, and provisions for impairment are made using those judgements. Provisions for impairment are reviewed monthly by management.

Price risk

The company is not exposed to equity securities price risk.

 

Market risk

Market risk is the risk that changes in foreign exchange rates (currency risk) and the interest rates (interest rate risk) will affect income of the value or financial assets and liabilities. The company finances its operations through a mixture of retained earnings and borrowings. The company borrows at fixed and floating rates of interest.

L.S. SMELLIE & SONS, LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 2 -

Currency risk

The company publishes its financial statements and conducts its business in Sterling.

On behalf of the board

D E Hewison
Director
29 October 2026
L.S. SMELLIE & SONS, LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 3 -

The directors present their annual report and financial statements for the year ended 31 January 2026.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £1,751,158. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

G M Blake
(Appointed 13 November 2025)
D E Hewison
(Appointed 13 November 2025)
S Smellie
A Smellie
(Resigned 13 November 2025)
D Walker
(Resigned 14 July 2026)
R I Jamieson
(Resigned 23 September 2025)
Post reporting date events

With effect from 30 August 2026, the assets and business of the company were integrated into Carrs Billington Agriculture (Sales) Limited, a fellow subsidiary undertaking.

Auditor

The auditor, Mitchell Charlesworth (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

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). 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 period.

In preparing these financial statements, the directors are required to:

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. 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.

Strategic report

In accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013 the company’s strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 is noted in the Strategic Report on pages 1 and 2.

L.S. SMELLIE & SONS, LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 4 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
D E Hewison
Director
29 October 2026
L.S. SMELLIE & SONS, LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF L.S. SMELLIE & SONS, LIMITED
- 5 -
Opinion

We have audited the financial statements of L.S. Smellie & Sons, Limited (the 'company') for the year ended 31 January 2026 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, 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:

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 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 other information comprises the information included in the annual report other than the financial statements and our auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

L.S. SMELLIE & SONS, LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF L.S. SMELLIE & SONS, LIMITED (CONTINUED)
- 6 -
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 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:

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 an auditor's 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.

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

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

L.S. SMELLIE & SONS, LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF L.S. SMELLIE & SONS, LIMITED (CONTINUED)
- 7 -

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

 

 

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:

 

(i) The presentation of the Statement of Comprehensive Income, (ii) revenue recognition, (iii) stock existence and valuation, (iv) existence and recoverability of trade receivables, and (v) laws and regulations. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

 

We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act.

 

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

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.

 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

L.S. SMELLIE & SONS, LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF L.S. SMELLIE & SONS, LIMITED (CONTINUED)
- 8 -

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.

Philip Griffiths (Senior Statutory Auditor)
For and on behalf of Mitchell Charlesworth (Audit) Limited, Statutory Auditor
Accountants
Suites C,D,E, & F
14th Floor The Plaza
100 Old Hall Street
Liverpool
L3 9QJ
29 October 2026
L.S. SMELLIE & SONS, LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2026
- 9 -
Continuing
Discontinued
31 January
Continuing
Discontinued
31 January
operations
operations
2026
operations
operations
2025
Notes
£
£
£
£
£
£
Turnover
3
23,275,818
-
23,275,818
22,046,859
32,678
22,079,537
Cost of sales
(19,017,300)
-
0
(19,017,300)
(18,191,499)
-
0
(18,191,499)
Gross profit
4,258,518
-
4,258,518
3,855,360
32,678
3,888,038
Administrative expenses
(3,392,578)
-
0
(3,392,578)
(3,075,375)
302,876
(2,772,499)
Other operating income
58,205
-
0
58,205
58,050
140,141
198,191
Operating profit
4
924,145
-
924,145
838,035
475,695
1,313,730
Interest receivable and similar income
7
20,666
-
0
20,666
-
0
83,139
83,139
Interest payable and similar expenses
8
(3,955)
-
0
(3,955)
-
0
-
0
-
0
Profit before taxation
940,856
-
0
940,856
838,035
558,834
1,396,869
Tax on profit
9
(273,996)
-
0
(273,996)
(375,160)
-
0
(375,160)
Profit for the financial year
666,860
-
0
666,860
462,875
558,834
1,021,709
L.S. SMELLIE & SONS, LIMITED
BALANCE SHEET
AS AT
31 JANUARY 2026
31 January 2026
- 10 -
2026
2025
Notes
£
£
£
£
Fixed assets
Tangible assets
11
1,982,721
1,986,124
Investments
12
220,323
221,523
2,203,044
2,207,647
Current assets
Stocks
14
1,118,468
1,175,944
Debtors
15
3,226,183
3,195,306
Cash at bank and in hand
615,257
880,426
4,959,908
5,251,676
Creditors: amounts falling due within one year
16
(3,060,266)
(2,476,472)
Net current assets
1,899,642
2,775,204
Total assets less current liabilities
4,102,686
4,982,851
Creditors: amounts falling due after more than one year
17
(216,211)
-
0
Provisions for liabilities
Deferred tax liability
19
206,000
218,078
(206,000)
(218,078)
Net assets
3,680,475
4,764,773
Capital and reserves
Called up share capital
21
60,000
60,000
Share premium account
132,156
132,156
Profit and loss reserves
3,488,319
4,572,617
Total equity
3,680,475
4,764,773

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 29 October 2026 and are signed on its behalf by:
D E Hewison
Director
Company registration number SC007954 (Scotland)
L.S. SMELLIE & SONS, LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 11 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 February 2024
60,000
132,156
183,816
10,414,833
10,790,805
Year ended 31 January 2025:
Profit and total comprehensive income
-
-
-
1,021,709
1,021,709
Dividends
10
-
-
-
(7,047,741)
(7,047,741)
Other movements
-
-
(183,816)
183,816
-
Balance at 31 January 2025
60,000
132,156
-
0
4,572,617
4,764,773
Year ended 31 January 2026:
Profit and total comprehensive income
-
-
-
666,860
666,860
Dividends
10
-
-
-
(1,751,158)
(1,751,158)
Balance at 31 January 2026
60,000
132,156
-
0
3,488,319
3,680,475
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
- 12 -
1
Accounting policies
Company information

L.S. Smellie & Sons, Limited is a private company limited by shares incorporated in Scotland. The registered office is Hamilton House, Strathaven Rural Centre, Whiteshawgate, Strathaven, South Lanarkshire, Scotland, ML10 6SY.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Edward Billington and Son Limited. These consolidated financial statements are available from its registered office, Suites 12a2 And 12c1 12th Floor, The Plaza, 100 Old Hall Street, Liverpool, England, L3 9QJ.

1.2
Going concern

Atruet 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 the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Revenue

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

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 dispatch 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.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 13 -
1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
2% Straight Line
Plant and equipment
20% - 25% Reducing Balance

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.

1.5
Fixed asset investments

Interests in subsidiaries 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.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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 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.

 

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.

1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 14 -

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.

1.8
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 current liabilities.

1.9
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention 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.

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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 15 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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.

Derecognition of financial liabilities

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

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 16 -

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

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

 

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

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

As lessor

When the company acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the company allocates the consideration in the contract to the two elements.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 17 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources 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 fixed assets

The company depreciates tangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires assumptions to be applied by management. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes. Judgement is applied by the directors when determining the residual values for plant, machinery and equipment. When determining the residual value management assesses the amount that the company would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices.

Recoverability of debtors

Bad debts are recognised where there are indicators of non-recoverability, and appropriate action has been taken to recover the debt unsuccessfully. When assessing recoverability, the directors consider factors such as the ageing of the receivables, past experience of recoverability, and the credit profile of individual groups of customers.

Slow moving and obsolete stocks

Stock provisions are recognised where there are indicators of recoverable value being lower than cost. In establishing the level of provisioning required, management consider discontinued lines, slow moving or obsolete stock, and use by date data from the stock system.

Impairment of fixed assets and investments

Where an indication of impairment exists, the directors will carry out an impairment review to determine the recoverable amount, which is the higher of fair value less cost to sell and value in use. The value in use calculation requires the directors to estimate the future cash flows expected to arise from the asset or the cash generating unit and a suitable discount rate in order to calculate present value.

3
Turnover and other revenue
2026
2025
£
£
Turnover analysed by class of business
Grain Merchants
23,275,818
22,046,859
Auctioneers and Valuators
-
32,678
23,275,818
22,079,537
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
3
Turnover and other revenue
(Continued)
- 18 -
2026
2025
£
£
Turnover analysed by geographical market
United Kingdom
23,275,818
22,079,537
2026
2025
£
£
Other revenue
Interest income
20,666
83,139
4
Operating profit
2026
2025
Operating profit for the year is stated after charging/(crediting):
£
£
Hire of plant and machinery
4,100
3,940
Operating lease charges
-
550
Depreciation of tangible fixed assets
276,872
274,978
Profit on disposal of tangible fixed assets
(13,493)
(481,407)
Auditors' remuneration
25,000
8,325
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2026
2025
Number
Number
29
32

Their aggregate remuneration comprised:

2026
2025
£
£
Wages and salaries
1,863,999
1,828,604
Pension costs
250,279
345,131
2,114,278
2,173,735
Termination payments
100,357
-
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 19 -
6
Directors' remuneration
2026
2025
£
£
Remuneration for qualifying services
351,344
505,524
Company pension contributions to defined contribution schemes
60,440
216,680
Compensation for loss of office
100,357
-
0
512,141
722,204

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2025 - 4).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2026
2025
£
£
Remuneration for qualifying services
178,387
192,469
Company pension contributions to defined contribution schemes
11,868
63,592
7
Interest receivable and similar income
2026
2025
£
£
Interest income
Interest on bank deposits
20,666
83,139
8
Interest payable and similar expenses
2026
2025
£
£
Interest payable to group undertakings
3,955
-
0
9
Taxation
2026
2025
£
£
Current tax
UK corporation tax on profits for the current period
275,000
293,861
Adjustments in respect of prior periods
11,074
-
0
Total current tax
286,074
293,861
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
9
Taxation
2026
2025
£
£
(Continued)
- 20 -
Deferred tax
Origination and reversal of timing differences
(12,078)
81,299
Total tax charge
273,996
375,160

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2026
2025
£
£
Profit before taxation
940,856
1,396,869
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2025: 25.00%)
235,214
349,217
Tax effect of expenses that are not deductible in determining taxable profit
20,806
31,471
Depreciation on assets not qualifying for tax allowances
6,750
7,071
Under/(over) provided in prior years
11,074
-
0
Deferred taxation overprovided
152
-
0
Deferred taxation not provided
-
0
(12,599)
Taxation charge for the year
273,996
375,160
10
Dividends
2026
2025
£
£
Final paid
-
0
150,000
Interim paid
1,751,158
6,897,741
1,751,158
7,047,741
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 21 -
11
Tangible fixed assets
Freehold land and buildings
Plant and equipment
Total
£
£
£
Cost
At 1 February 2025
1,696,143
2,336,529
4,032,672
Additions
-
0
419,381
419,381
Disposals
-
0
(283,729)
(283,729)
At 31 January 2026
1,696,143
2,472,181
4,168,324
Depreciation and impairment
At 1 February 2025
701,504
1,345,044
2,046,548
Depreciation charged in the year
27,000
249,872
276,872
Eliminated in respect of disposals
-
0
(137,817)
(137,817)
At 31 January 2026
728,504
1,457,099
2,185,603
Carrying amount
At 31 January 2026
967,639
1,015,082
1,982,721
At 31 January 2025
994,639
991,485
1,986,124

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

2026
2025
£
£
Motor vehicles
250,150
-
0
12
Fixed asset investments
2026
2025
Notes
£
£
Investments in subsidiaries
13
220,323
220,323
Unlisted investments
-
0
1,200
220,323
221,523
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
12
Fixed asset investments
(Continued)
- 22 -
Movements in fixed asset investments
Shares in subsidiaries
Other investments
Total
£
£
£
Cost or valuation
At 1 February 2025
220,323
1,200
221,523
Disposals
-
(1,200)
(1,200)
At 31 January 2026
220,323
-
220,323
Carrying amount
At 31 January 2026
220,323
-
220,323
At 31 January 2025
220,323
1,200
221,523
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 23 -
13
Subsidiaries

Details of the company's subsidiaries at 31 January 2026 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
McGill & Smith (Seeds) Limited
Hamilton House, Strathaven Rural Centre, Whiteshawgate, Strathaven, ML10 6SY
Dormant
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
McGill & Smith (Seeds) Limited
222,713
-
0
14
Stocks
2026
2025
£
£
Finished goods and goods for resale
1,118,468
1,175,944
15
Debtors
2026
2025
Amounts falling due within one year:
£
£
Trade debtors
3,076,813
3,066,505
Other debtors
109,297
75,493
Prepayments and accrued income
40,073
53,308
3,226,183
3,195,306

During the year there was a £113,379 impairment credit (2025: credit £150,026) recognised against trade debtors.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 24 -
16
Creditors: amounts falling due within one year
2026
2025
Notes
£
£
Obligations under finance leases
18
33,939
-
0
Trade creditors
929,608
1,252,525
Amounts owed to group undertakings
1,025,786
-
0
Corporation tax
275,000
299,430
Other taxation and social security
746
-
0
Other creditors
224,185
229,482
Accruals and deferred income
571,002
695,035
3,060,266
2,476,472
17
Creditors: amounts falling due after more than one year
2026
2025
Notes
£
£
Obligations under finance leases
18
216,211
-
0
18
Finance lease obligations
2026
2025
Amounts due:
£
£
Within one year
33,939
-
0
After more than one year
216,211
-
0
250,150
-
2026
2025
Future minimum lease payments due under finance leases:
£
£
Within one year
33,939
-
0
In two to five years
216,211
-
0
250,150
-
0

Finance lease payments represent motor vehicles leased by the company. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the vehicles. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent payments.

 

The borrowings are secured against the asset to which they relate.

L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 25 -
19
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2026
2025
Balances:
£
£
Accelerated capital allowances
206,000
218,078
2026
Movements in the year:
£
Liability at 1 February 2025
218,078
Credit to profit or loss
(12,078)
Liability at 31 January 2026
206,000
20
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
250,279
345,131

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.

21
Share capital
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinay shares of £1 each
60,000
60,000
60,000
60,000
L.S. SMELLIE & SONS, LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 26 -
22
Operating lease commitments
As lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2026
2025
£
£
Within 1 year
30,198
3,353
Years 2-5
42,740
-
0
72,938
3,353
23
Ultimate controlling party

The immediate parent undertaking is L.S. Smellie Holdings Ltd, a company incorporated in Scotland. With effect from 13 November 2025, the ultimate parent undertaking is Edward Billington and Son Limited, a company incorporated in England and Wales.

2026-01-312025-02-01falsefalsefalseCCH SoftwareCCH Accounts Production 2026.200G M BlakeD E HewisonS SmellieA SmellieD WalkerR I JamiesonE J MunseySC0079542025-02-012026-01-31SC0079542024-02-012025-01-31SC007954bus:Director22025-02-012026-01-31SC007954bus:Director12025-02-012026-01-31SC007954bus:Director32025-02-012026-01-31SC007954bus:Director42025-02-012026-01-31SC007954bus:Director52025-02-012026-01-31SC007954bus:Director62025-02-012026-01-31SC007954bus:CompanySecretary12025-02-012026-01-31SC0079542026-01-31SC007954core:ContinuingOperations2025-02-012026-01-31SC007954core:DiscontinuedOperations2025-02-012026-01-31SC007954core:ContinuingOperations2024-02-012025-01-31SC007954core:DiscontinuedOperations2024-02-012025-01-31SC007954core:RetainedEarningsAccumulatedLosses2024-02-012025-01-31SC007954core:RetainedEarningsAccumulatedLosses2025-02-012026-01-31SC0079542025-01-31SC007954core:WithinOneYear2026-01-31SC007954core:WithinOneYear2025-01-31SC007954core:CurrentFinancialInstrumentscore:WithinOneYear2026-01-31SC007954core:CurrentFinancialInstrumentscore:WithinOneYear2025-01-31SC007954core:Non-currentFinancialInstrumentscore:AfterOneYear2026-01-31SC007954core:Non-currentFinancialInstrumentscore:AfterOneYear2025-01-31SC007954core:ShareCapital2026-01-31SC007954core:ShareCapital2025-01-31SC007954core:SharePremium2026-01-31SC007954core:SharePremium2025-01-31SC007954core:RetainedEarningsAccumulatedLosses2026-01-31SC007954core:RetainedEarningsAccumulatedLosses2025-01-31SC007954core:ShareCapital2024-01-31SC007954core:SharePremium2024-01-31SC007954core:RevaluationReserve2024-01-31SC007954core:RetainedEarningsAccumulatedLosses2024-01-31SC007954core:RevaluationReserve2025-01-31SC007954core:RevaluationReserve2026-01-31SC007954core:ShareCapitalOrdinaryShareClass12026-01-31SC007954core:ShareCapitalOrdinaryShareClass12025-01-31SC007954core:LandBuildingscore:OwnedOrFreeholdAssets2025-02-012026-01-31SC007954core:PlantMachinery2025-02-012026-01-31SC00795412025-02-012026-01-31SC00795412024-02-012025-01-31SC007954core:UKTax2025-02-012026-01-31SC007954core:UKTax2024-02-012025-01-31SC00795422025-02-012026-01-31SC00795422024-02-012025-01-31SC00795432025-02-012026-01-31SC00795432024-02-012025-01-31SC00795442025-02-012026-01-31SC00795442024-02-012025-01-31SC007954core:LandBuildingscore:OwnedOrFreeholdAssets2025-01-31SC007954core:PlantMachinery2025-01-31SC0079542025-01-31SC007954core:LandBuildingscore:OwnedOrFreeholdAssets2026-01-31SC007954core:PlantMachinery2026-01-31SC007954core:LandBuildingscore:OwnedOrFreeholdAssets2025-01-31SC007954core:PlantMachinery2025-01-31SC007954core:MotorVehicles2026-01-31SC007954core:MotorVehicles2025-01-31SC007954core:Non-currentFinancialInstruments2026-01-31SC007954core:Non-currentFinancialInstruments2025-01-31SC007954core:Non-currentFinancialInstrumentscore:UnlistedNon-exchangeTraded2026-01-31SC007954core:Non-currentFinancialInstrumentscore:UnlistedNon-exchangeTraded2025-01-31SC007954core:Subsidiary12025-02-012026-01-31SC007954core:Subsidiary112025-02-012026-01-31SC007954core:Subsidiary12026-01-31SC007954core:CurrentFinancialInstruments2026-01-31SC007954core:CurrentFinancialInstruments2025-01-31SC007954core:BetweenTwoFiveYears2026-01-31SC007954core:BetweenTwoFiveYears2025-01-31SC007954bus:OrdinaryShareClass12025-02-012026-01-31SC007954bus:OrdinaryShareClass12026-01-31SC007954bus:OrdinaryShareClass12025-01-31SC007954bus:PrivateLimitedCompanyLtd2025-02-012026-01-31SC007954bus:FRS1022025-02-012026-01-31SC007954bus:Audited2025-02-012026-01-31SC007954bus:FullAccounts2025-02-012026-01-31xbrli:purexbrli:sharesiso4217:GBP