32
Annual Report and Financial Statements ANM GROUP ESTABLISHED 1872 www.anmgroup.co.uk YEAR END 2018

AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

  • Upload
    others

  • View
    5

  • Download
    0

Embed Size (px)

Citation preview

Page 1: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Annual Report andFinancial Statements

ANMG R O U PE S T A B L I S H E D 1 8 7 2www.anmgroup.co.uk

YEAR END 2018

Page 2: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Busy Thainstone Saturday sale of plant,machinery and equipment.

Brought to market by the Estates team- Bogenraith Farm, Durris, Banchory foroffers over £3.23 million.

Page 3: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

ANM ANNUAL REPORT 2018 3

ANMG R O U PE S T A B L I S H E D 1 8 7 2

ANM Group is therecognised leader inquality, service andprofessionalism in itschosen market places

4 CHIEF EXECUTIVE'S REPORT

6 CHAIRMAN'S REPORT

7 DIRECTORS’ REPORT

9 CONSOLIDATED STATEMENTOF COMPREHENSIVE INCOME

10 CONSOLIDATED STATEMENTOF FINANCIAL POSITION

11 SOCIETY STATEMENTOF FINANCIAL POSITION

12 CONSOLIDATED STATEMENTOF CHANGES IN EQUITY

13 SOCIETY STATEMENTOF CHANGES IN EQUITY

14 CONSOLIDATED STATEMENT OF CASH FLOWS

15 NOTES ON FINANCIALSTATEMENTS

29 BOARD’S RESPONSIBILITIESSTATEMENT ANDINDEPENDENT AUDITOR'SREPORT

LIVESTOCK MARKETINGAberdeen & Northern MartsDirect Marketing Services

ESTATES AGENCY SERVICES AND VALUATIONSAberdeen & Northern (Estates) Limited

SPECIALIST VALUATION &AUCTION SERVICESThainstone Specialist Auctions

CATERING SERVICES &EVENT MANAGEMENTThainstone Events

CONTENTS

ANM GROUP COMPANIES

Page 4: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

4 CHIEF EXECUTIVE’S REPORT

I am pleased to be able to report on progress on our key strategic Group projects;exceptional growth in our capital base through growing support from our membership;and continuing investment in key areas of the business driven by board priorities

ANM operates in a complex, diverseand challenging trading environment. Weare building our business - your business- against a backdrop of economic andbusiness uncertainties that are quitesimply unprecedented. Against thatbackdrop, I am pleased to report a verysatisfactory increase in our tradingvolumes and turnover, in the face ofsignificant increases in a number ofoperational costs.

ANM is no different to every otherrural or farming enterprise wherefactors beyond our control areimpacting across our business. However,

the Group’s strength in diversity remains vital and hassignificantly assisted in overcoming the challenges faced bysome divisions and mitigating those challenging variable costincreases.

I am pleased to be able to report on progress on our keystrategic Group projects; exceptional growth in our capitalbase through growing support from our membership; andcontinuing investment in key areas of the business driven byboard priorities.

Underpinning everything is an unswerving mission to serveour members, our customers and our local community - thecommitment on which this co-operative business is built.

ANM Group continues to deliver a valuable service to ourmembers and customers, and we appreciate your continuedsupport. We are very pleased that shareholders’ confidence isstrong, with our share capital increasing by a further£500,000 and reaching an all-time high of £6.5 million. In2018, ANM delivered a total of £477,000 in membersbenefits which include £143,000 interest paid on sharecapital, stocking agreement savings of £131,000, commissioncap savings of £156,000, and our members’ loan schemeenhanced rates savings of £47,000. These are substantialmembers benefits which should not be underestimated andthat as a co-operative society we continue to deliver to ourmembers and their businesses each year.

Delivering Strategic Group Projects

There has been good progress made across the business onpreviously reported long-term projects, particularly with theThainstone Business Park extension. The Business Park willfurther strengthen our financial position, and will -importantly - be a massive opportunity for the localcommunity we serve and the wider regional rural economy.From the Thainstone perspective, it will further cement ourplace as the pre-eminent agribusiness location, furtherbenefiting our other divisions based here.

We have worked hard with Scotbeef Inverurie to secure theabattoir for Thainstone, however, the abattoir is only part of

the story. The expanding property portfolio deliveredthrough the Business Park will continue to strengthen thebusiness and add stability to our balance sheet.

We have invested in a number of systems to improve thecustomer experience at Thainstone and drive efficienciesacross the business, including new electric vehicle chargingpoints as part of our green investment strategy. In Caithness,live video streaming of our sales is available, and we now havea dedicated online bidding platform for all livestock, vehicleand machinery online auctions taking place on all our sites.

Tackling cost pressures

Whilst turnover has increased, we have faced pressures onperformance in areas which have been largely beyond ourcontrol - rates and utility costs continue to rise and we havebeen impacted by unpredictable weather conditions. Ourrates bill has increased by a further 3% this year, on top ofthe very significant increase in 2017. We have appealedagainst this substantial rise, and await the result of thatprocess. However, our utility costs have also increased withunit prices up 15% on average, along with increasedoperational costs of company vehicles. We face a continuingchallenge to control these costs.

As I have previously reported, our defined benefit pensionscheme like many others, has faced significant challenges. Thecompany has been working with the trustees to improve theinvestment strategy of the scheme, which is a legacy issuethat the Group has been proactively addressing to limit itsrisks and exposure to fluctuating investment markets.

Whilst good progress has been made with the fund’s positionimproving by £1 million compared to the previousinvestment strategy, challenges still remain. A High Courtruling in October 2018 affecting all UK defined benefitpension schemes has led to the Group reflecting anadditional provision, required under the GuaranteedMinimum Pension Policy, through the profit and loss account.For us, the additional provision arising from potentialinequality in the fund is estimated at £266,000 and this isshown through our profit and loss account for this year inlinewith FRS102 guidelines.

As a Group we have the reserves to deal with circumstancessuch as this but the hard work continues with the trustees tomanage and run the fund as efficiently as possible.

Divisional Performance - strength in diversity

In the Marts divisions, Brexit uncertainty and turbulentweather conditions have proved a challenge, and theconsequences continue to be felt by everyone in the ruraleconomy. Many people have reacted to market conditionsand changed their business systems. Our core livestockdivision is still feeling the impact, and we are consideringstrategies to allow us to respond and adapt to this changingtrading environment.

Grant Rogerson

CHIEFEXECUTIVE

Page 5: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

CHIEF EXECUTIVE’S REPORT 5

We are pleased livestock numbers through the ring remainedsteady and we made good progress as a business. Cattle meta good trade in the first half of the year with cull cowsaveraging over a £1,000 per head, giving breeders asubstantial contribution towards their herd replacementcosts. Finished cattle saw a steady trade with store cattlemaintaining strong prices week on week.

Unfortunately, the dry weather conditions from July toSeptember impacted trade with buyers adopting a morecautious approach as bedding and silage cost worries set inahead of winter. However, the strong resilience of the farmingindustry and power of the auction system led trade torecover leading up to the Christmas period, which was anencouraging sign for the industry heading into 2019.

Over the year, sheep sales have held up well, with cattlenumbers dropping slightly as a result of a cautiousmarketplace. Our Marts team has done a fantastic jobworking hard for our members and customers to achievetrue and fair value for their stock and supporting them andtheir businesses. Thainstone achieved better prices for cattleand sheep on average last year compared to other marts inScotland which is a testament to our team and the power ofthe auction system to realise the true value of stock.

As a co-operative enterprise, our role is to support farmersand ensure the agricultural industry is fit for the future. Weare pleased that The Farm Profit Programme:MakingLivestock Pay - in partnership with the Irish Farmers Journaland the Scottish Government - has completed year two andachieved encouraging results given the challenges faced bythe sector.

Our advisers have been working closely with focus farmersto improve profitability and drive efficiencies on farm. This hasled to changing farm strategies to future-proof their businessand considerable investments made into breeding stocknumbers and farm infrastructure. A strict culling strategy wasimplemented which resulted in breeding stock nowproducing more live calves, increasing from 82% weaning ratein 2016, to 87% in 2017 to 89% in 2018.

Focus farmers have also invested in correcting soildeficiencies by increasing fertiliser and lime usage andincreased reseeding levels to improve the overall grassproduction on farm.There was a significant increase in boththe price (15%) and amount (24%) of feed purchased inspring 2018 due to the difficult weather conditions. Similarly,bedding costs (11%) and usage (22%) also increasedsignificantly across the focus farms.

As the industry continues to change and face challengingconditions, initiatives such as the FPP, play a major role inensuring the future profitability and sustainability of ourindustry.

Thainstone Specialist Auctions has had a very good yearagain and that success continues to positively influence theGroup’s results. Scotland’s largest sale of plant, machinery andequipment grew by 20% and sold a very respectable 83% ofthe 23,411 lots entered this year.

The team received a large number of important and high-profile instructions and introduced a new service for ourinsolvency clients, which saw one member travel to theMiddle East on several occasions acting in an advisory rolewithin the administration process. We have expanded the use

of technology for our vehicle sales and offer online biddingfor the monthly dealer trade-in nights which continue to bewell-attended and popular among North East buyers andsellers.

The Estates division has had a record-breaking year withstrong numbers achieved, selling rural properties worthapproximately £24 million in total. They have successfullybrought to market a number of prominent well-equippedfarms and all met a strong demand with positive resultsachieved. The Estates team also conducted valuationsexceeding £72 million in property value and saw good,steady demand for their other professional servicesthroughout the year.

Thainstone Events hosted a strong line-up of events in theThainstone Exchange facility throughout the year rangingfrom country music nights to charity balls and Christmasparties and Hogmanay. Both Thainstone Events andPorterhouse now benefit from online ticket and reservationsystems, and we have invested in improved IT systems in therestaurant.

Porterhouse Steakhouse is a great success story. We investedheavily into the rebranding of the business three years agoand focused on serving quality, locally-sourced food anddrink, which has significantly increased footfall and popularityof the restaurant in the local area. We should be rightly proudof the award-winning dining experience our team provides.

Working for members and our community

To improve your customer experience we have increasedour use of social media and email to reach target groups andimplemented a variety of strategic marketing campaigns toraise the profile of the business. Our Facebook charitycalendar competition was a great success with more than300 entries submitted and high levels of engagement withthe farming community online. Thanks to your generosityacross a number of our charity events, we raised more than£5,000 for two fantastic local charities – Cash for KidsAberdeen and the Royal Northern Countryside Initiative. Iam extremely proud of our staff for contributing their timeand service across a number of charitable events throughoutthe year. From supporting Maggie’s charity dinner to the WeirDancing for Doddie event, our combined efforts helped raise£485,000.

In summary, we are operating during extraordinary times ofchange, and I am pleased with the progress we made as abusiness in 2018. I would like to thank the Chairman, Boardmembers, executive team and all our staff for their hard workthroughout the year, and want to recognise the services ofJohn Gregor, who left us recently after 35 years’ service. Weare a people business, and I also want to recognise theindividual and collective hard work that everyone contributeswhich underpins our continuing business success.

As these results make clear, ANM Group is continuing toinvest in the future to adapt to a changing businessenvironment, whilst focusing on delivering value for members,customers and our local community. We are cementing ourposition as a leading co-operative enterprise and Scotland’smost progressive farming, food and finance business.

CHIEF EXECUTIVE’S REPORT (Continued)

Page 6: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

6 CHAIRMAN’S REPORT

I am proud of all staff at ANM forthe positive results achieved in 2018and the resilience demonstrated byour members and customers duringthe uncertain and challenging timesfaced by the agricultural industry.

Last year, we enduredunprecedented weather conditionsin the spring and summer periods,and we are still dealing with theseeffects, with fodder maintainingextreme prices and the prime cattletrade currently on the floor acrossthe industry. However, the

perseverance of the farming industry is commendable, andI’m sure as in the past we will adapt and take anyopportunities that come our way.

ANM plays a major role in supporting the industry, and weare delighted to once again deliver good results across theGroup and £477,000 in members benefits back to ourshareholders, particularly the £156,000 of savings achievedthrough our commission caps. Our share capital continues torise, reaching record levels, and we appreciate theconfidence our members have in the board, executive teamand all staff across the Group.

The industry faces many challenges going forward, and ANMfully supports the recently announced ‘Use Your Mart’campaign launched by The Institute of Auctioneers &Appraisers in Scotland. The true value of stock and fairprices can only be achieved when more stakeholders usethe live auction ring and support their local mart. Tradingdirectly can be damaging in the long run, but we understandsome producers may wish to trade in this fashion, and weare actively looking to find new routes to market. The ring,however, is our main focus and will continue to be so. We asa Group are strongly behind the IAAS campaign to ensurethe agricultural sector remains sustainable now and in thefuture.

We have been at the centre of the Scottish agriculturaleconomy for the last 147 years, and as your co-operative

society, our key priority is to deliver a valued service to ourmembers and customers. In doing so, however, we mustmaintain a strong commercial edge to be competitive, andwe will implement whatever changes are necessary. Inresponse to the changing environment in our core livestockdivision, we announced strategic operational plans which willfurther strengthen ANM as a people-centred business andhelp us make better use of technology in the ring.

Turning to the Board, we had David McKenzie retire as aDirector in October last year, and I would like to once againexpress our thanks to David for his service to the Group.

In December, we co-opted Norman Thow to the Board, andI am delighted with his appointment. Norman has extensiveknowledge of the farming industry and will prove to be anasset to the team and help the Group achieve its ambitiousplans for the future.

Part of the Board’s succession plan will see Director TomJohnston appointed to Deputy Vice-Chairman. This willensure continuity of Board leadership should anunforeseeable event occur or if circumstances dictate thateither myself or Vice-Chairman Mike Macaulay can’t continuein our role.

There has been a lot of good progress achieved in 2018, andI would like to thank our Chief Executive Grant, theexecutive team, senior managers, and all staff for their hardwork throughout the year. We have a strong strategy inplace, led by a knowledgeable and skilled team and we lookforward to what’s ahead for ANM and the industry.

I encourage all members and customers to continuesupporting your co-operative and would like to invite you toattend this year’s AGM to hear about the positive activityachieved by ANM in 2018.

Those unable to attend in person will have the opportunityto submit their questions before Friday 12th April byemailing [email protected]. These will beanswered on the day, and we will follow up after the AGM.

I look forward to seeing you at the AGM on Tuesday 16thApril, 2:00pm at the Thainstone Exchange.

We have been at the centre of the Scottish agricultural economy forthe last 147 years, and as your co-operative society, our key priority isto deliver a valued service to our members and customers

PETERWATSONCHAIRMAN

Page 7: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

DIRECTORS’ REPORT 7

PETER WATSONCHAIRMAN

MIKE MACAULAYVICE-CHAIRMAN

DAVID GREENDIRECTOR

ALAN HUTCHEONDIRECTOR

ANNA MITCHELLDIRECTOR

JANE MITCHELLDIRECTOR

GRANT ROGERSONCHIEF EXECUTIVE

STUART STEPHENDIRECTOR

TOM JOHNSTONDIRECTOR

NICOLA BRICEGROUP ACCOUNTANT

AVRIL MCLEODGROUP EXECUTIVESUPPORT MANAGER

CURRENT DIRECTORS OFFICIALS

SECRETARYLC Secretaries Limited

NORMAN THOWDIRECTOR

ANM Group is one of the UK’s largest farmer-owned agri-businesses, playing amajor role in Scotland’s agricultural economyThe directors submit their report and accounts

for the year ended 31 December 2018.

The principal activity of the society is the

operation of livestock auction marts throughout

the North-East of Scotland. The society’s wholly

owned subsidiaries during 2018 were:-

(i) Aberdeen & Northern (Estates) Limited,

which trades as an estate agency.

(ii) Thainstone Events Limited, which is a

catering company.

(iii) Thainstone Leasing Company Limited,

which is a vehicle sales and leasing company.

(iv) Scotch Premier Meat Limited, YPM 2012Limited and Taste of Grampian Limited,

which are non-trading companies.

RESULTS AND DISTRIBUTION TO MEMBERSThe results for the year are detailed in theattached accounts.

A dividend of 2.25% is paid on share capital.

The trading profit for the year amounts to£498,000.

The directors of the society as at 31 December2018 were; D Green, J Gregor, A Hutcheon, TJohnston, M Macaulay, A Mitchell, J Mitchell, GRogerson, S Stephen, N Thow and P Watson.

In terms of the society’s Rules, D Green and TJohnston retire as directors at the AnnualGeneral Meeting and are eligible for re-electionas is N Thow who was co-opted as a director on11 December 2018 and holds office until theAnnual General Meeting. D Green, T Johnstonand N Thow, being the only candidatesnominated for election to the Board, are interms of the Rules, duly re-elected.

AUDITORSThe auditors, Williamson & Dunn, retire at thistime and a resolution proposing theirreappointment will be submitted to the AnnualGeneral Meeting.

By order of the DirectorsLC Secretaries LimitedSecretaryANM Group LtdThainstone CentreInverurie AB51 5XZ

BANKERSClydesdale Bank P.L.C.Thainstone Branch and Branches

REGISTERED OFFICEThainstone CentreInverurie AB51 5XZIncorporated under the Industrial Provident Societies ActsNo 1231 R(S)

AUDITORSWilliamson & Dunn, AberdeenChartered Accountants and Statutory Auditors

Page 8: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Scott Naismith, Allan Finn, Neil Simpson,Mark Barrack, Jim Scott, John Roy

Colin Slessor, Jake Angus, Stuart Slesser, Tim McDonald

Andrew MacEwan, Cara Thomson, Aileen Law,James Presly, James Craig

Michael West, Graham Fryers, Victor Garcia,Norah Nesland

Page 9: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

ANM ANNUAL REPORT 2018 9

Consolidated statement of comprehensive incomefor year ended 31 December 2018

NOTES 2018 2017£’000 £’000

THROUGHPUT 3 126,780 124,703

TURNOVER 3 8,844 8,714

OPERATING PROFIT 208 292

Interest receivable and similar income 509 514Interest payable and similar charges (219) (234)

TRADING PROFIT 4 498 572

Investment property revaluations (144) (17)Movement in provisions (112) (95)Surplus on revaluation realised 3 -Defined benefit pension scheme 5 (159) (229)

Interest on share capital -at 2.25% (2017 – 2.50%) 7 (143) (147)

Trading bonus - (36)

(LOSS)/PROFIT ON ORDINARY ACTIVITIES BEFORE EXCEPTIONAL ITEMS (57) 48

Exceptional cost - guaranteed minimum pension equalisation 5 (266) -

(LOSS)/PROFIT ON ORDINARY ACTIVITIES AFTER EXCEPTIONAL ITEMS (323) 48

Taxation on (loss)/profit for year 8 3 9

Deferred tax movement on defined benefitpension scheme (14) (47)

(LOSS)/PROFIT FOR THE FINANCIAL YEAR (334) 10

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(LOSS)/PROFIT FOR THE FINANCIAL YEAR (334) 10

OTHER COMPREHENSIVE INCOME

Remeasurements of net defined benefit obligation (1,021) 1,665

Deferred tax movement relating to actuarial loss/(gain) 173 (282)

Deferred tax relating to revaluation reserve 12 37

OTHER COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR (836) 1,420

TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR (1,170) 1,430

Page 10: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

NOTES 2018 2017£’000 £’000

FIXED ASSETSTangible assets 9 23,285 22,043Investment properties 10 5,359 5,355Investments 11 509 554

29,153 27,952

CURRENT ASSETSStocks and work in progress 77 100Livestock 6,987 7,381Debtors 12 4,691 4,798Cash in hand 46 40

11,801 12,319

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEARBank overdraft 1,429 1,474Creditors 13 2,710 2,459Members loans 8,021 7,586

(12,160) (11,519)

NET CURRENT (LIABILITIES)/ASSETS (359) 800

TOTAL ASSETS LESS CURRENT LIABILITIES 28,794 28,752

CREDITORS: AMOUNTS FALLING DUE AFTER ONE YEARMembers loans (1,086) (1,137)

27,708 27,615PROVISIONSDeferred tax 14 (294) (308)

NET ASSETS EXCLUDING PENSION SCHEME DEFICIT 27,414 27,307

Defined benefit pension scheme deficit 15 (6,155) (5,376)

NET ASSETS INCLUDING PENSION SCHEME DEFICIT 21,259 21,931

CAPITAL AND RESERVESCalled up share capital 16 6,560 6,059Capital reserves 17 10,650 10,641Profit and loss account 17 10,204 10,607

27,414 27,307

Defined benefit pension scheme deficit 17 (6,155) (5,376)

18 21,259 21,931

Approved by the directors on 12 March 2019 Signed on behalf of the Board

P WATSON, Chairman M MACAULAY, Vice-Chairman LC Secretaries Limited, Secretary

10 ANM ANNUAL REPORT 2018

Consolidated statement of financial positionas at 31 December 2018

Page 11: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

ANM ANNUAL REPORT 2018 11

Society statement of financial position as at 31 December 2018

NOTES 2018 2017£’000 £’000

FIXED ASSETSTangible assets 9 22,899 21,669Investment properties 10 5,359 5,355Investments 11 559 604

28,817 27,628

CURRENT ASSETSStocks and work in progress 46 66Livestock 6,987 7,381Debtors 12 4,970 4,787Cash in hand 46 40

12,049 12,274

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEARBank overdraft 2,179 1,924Creditors 13 2,263 2,050Members loans 8,021 7,586

(12,463) (11,560)

NET CURRENT (LIABILITIES)/ASSETS (414) 714

TOTAL ASSETS LESS CURRENT LIABILITIES 28,403 28,342

CREDITORS: AMOUNTS FALLING DUE AFTER ONE YEARMembers loans (1,086) (1,137)

27,317 27,205PROVISIONSDeferred tax 14 (312) (324)

NET ASSETS EXCLUDING PENSION SCHEME DEFICIT 27,005 26,881

Defined benefit pension scheme deficit 15 (6,155) (5,376)

NET ASSETS INCLUDING PENSION SCHEME DEFICIT 20,850 21,505

CAPITAL AND RESERVESCalled up share capital 16 6,560 6,059Capital reserves 17 10,650 10,641Profit and loss account 17 9,795 10,181

27,005 26,881

Defined benefit pension scheme deficit 17 (6,155) (5,376)

18 20,850 21,505

Approved by the directors on 12 March 2019 Signed on behalf of the Board

P WATSON, Chairman M MACAULAY, Vice-Chairman LC Secretaries Limited, Secretary

Page 12: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

12 ANM ANNUAL REPORT 2018

Consolidated statement of changes in equity as at 31 December 2018

Definedbenefit

Called up pensionshare Capital Profit and scheme

capital reserves loss account deficit Total£'000 £'000 £'000 £'000 £'000

Balance as at 1 January 2017 5,483 10,604 10,825 (6,987) 19,925

Profit/(loss) for the year - - 287 (277) 10Pension contributions - - (505) 505 -Other comprehensive income for the year - 37 - 1,383 1,420

Total comprehensive income for the year - 37 (218) 1,611 1,430

Issue of shares 572 - - - 572Dividends retained to credit of share capital 4 - - - 4

Total transactions with owners recognised directly in equity 576 - - - 576

Balance as at 31 December 2017 6,059 10,641 10,607 (5,376) 21,931

Profit/(loss) for the year - - 104 (438) (334)Pension contributions - - (507) 507 -Other comprehensive income for the year - 12 - (848) (836)

Total comprehensive income for the year - 12 (403) (779) (1,170)

Issue of shares 497 - - - 497Dividends retained to credit of share capital 4 - - - 4Surplus on revaluation realised - (3) - - (3)

Total transactions with owners recognised directly in equity 501 (3) - - 498

Balance as at 31 December 2018 6,560 10,650 10,204 (6,155) 21,259

Page 13: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

ANM ANNUAL REPORT 2018 13

Society statement of changes in equity as at 31 December 2018

Definedbenefit

Called up pensionshare Capital Profit and scheme

capital reserves loss account deficit Total£'000 £'000 £'000 £'000 £'000

Balance as at 1 January 2017 5,483 10,604 10,352 (6,987) 19,452

Profit/(loss) for the year - - 334 (277) 57Pension contributions - - (505) 505 -Other comprehensive income for the year - 37 - 1,383 1,420

Total comprehensive income for the year - 37 (171) 1,611 1,477

Issue of shares 572 - - - 572Dividends retained to credit of share capital 4 - - - 4

Total transactions with owners recognised directly in equity 576 - - - 576

Balance as at 31 December 2017 6,059 10,641 10,181 (5,376) 21,505

Profit/(loss) for the year - - 121 (438) (317)Pension contributions - - (507) 507 -Other comprehensive income for the year - 12 - (848) (836)

Total comprehensive income for the year - 12 (386) (779) (1,153)

Issue of shares 497 - - - 497Dividends retained to credit of share capital 4 - - - 4Surplus on revaluation realised - (3) - - (3)

Total transactions with owners recognised directly in equity 501 (3) - - 498

Balance as at 31 December 2018 6,560 10,650 9,795 (6,155) 20,850

Page 14: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

14 ANM ANNUAL REPORT 2018

Consolidated statement of cash flows for year ended 31 December 2018

2018 2017£’000 £’000

CASH FLOWS FROM OPERATING ACTIVITIESOperating profit for year 208 292Tax on profit 3 9

Adjustments forDepreciation 684 702Gain on disposal of fixed assets (40) (3)Movement in provisions (112) (95)Exceptional pension contribution (507) (505)Trading bonus - (36)

25 63Changes inStock and livestock 417 (125)Debtors 107 263Creditors 635 70

1,159 208

Cash generated from operations 1,395 572

Tax paid - -

Net cash from operating activities 1,395 572

CASH FLOWS FROM INVESTING ACTIVITIESPurchase of tangible assets (1,970) (1,039)Proceeds from sale of tangible assets 84 74Purchase of investment properties (148) (2)Disposal of trade investments 45 225

Net cash used in investing activities (1,989) (742)

CASH FLOWS FROM FINANCING ACTIVITIESInterest paid on share capital (146) (120)Increase in share capital 501 576Interest payable (219) (234)Interest receivable 509 514

Net cash used in financing activities 645 736

NET INCREASE IN CASH AND CASH EQUIVALENTS 51 566

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR (1,434) (2,000)

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR (1,383) (1,434)

Page 15: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

ANM ANNUAL REPORT 2018 15

Notes on financial statementsfor year ended 31 December 2018

1 ACCOUNTING POLICIES

STATEMENT OF COMPLIANCEThe financial statements are prepared in compliance with FRS 102, 'TheFinancial Reporting Standard applicable in the UK and the Republic of Ireland'.The particular accounting policies adopted are described below.

(a) BASIS OF PREPARATIONThese financial statements have been prepared under the historical costconvention, modified to include the revaluation of freehold properties and toinclude investment properties at fair value.

The financial statements are prepared in sterling, which is the functionalcurrency of the entity, rounded to the nearest thousand pounds (£’000).

(b) BASIS OF CONSOLIDATIONThe Group financial statements consolidate the financial statements of ANMGroup Limited with those of its subsidiaries for the year ended 31 December2018. Details of the subsidiaries are shown in Note 11.

All intra-group transactions, balances, income and expenses are eliminated onconsolidation.

(c) GOING CONCERNThese financial statements have been prepared on a going concern basis.

The current economic conditions present increased risks for all businesses. Inresponse to such conditions, the Board have carefully considered these risks,including an assessment of uncertainty on future trading projection for aperiod of at least 12 months from the date of signing the financial statements,and the extent to which they might affect the preparation of the financialstatements on a going concern basis.

Based on this assessment, the Board consider that the Group maintains anappropriate level of liquidity, sufficient to meet the demands of the business.

In addition, the Group’s assets are assessed for recoverability on a regularbasis, and the Board consider that the Group is not exposed to losses onthese assets which would affect their decision to adopt the going concernbasis.

The Board have a reasonable expectation that the Group has adequateresources to continue in operational existence for the foreseeable future andthat there are no material uncertainties that lead to significant doubt upon theGroup's ability to continue as a going concern. Thus, the Board have continuedto adopt the going concern basis of accounting in preparing these financialstatements.

(d) REVENUE RECOGNITIONTurnover is based on the invoiced value of sales and commission excludingVAT. Sales commission is recognised at point of auction. Revenue from thesale of livestock is recognised when the significant risks and rewards ofownership of the livestock have passed to the buyer (usually on dispatch ofthe goods), the amount of revenue can be measured reliably, it is probablethat the economic benefits associated with the transaction will flow to theentity and the costs incurred or to be incurred in respect of the transactioncan be measured reliably.

Interest on financing facilities is accrued over the term of the financingarrangement with the customer.

Rental income from investment properties is recognised in profit or loss on astraight-line basis over the lease term.

(e) TANGIBLE FIXED ASSETSTangible assets are initially recorded at cost, and subsequently stated at costless any accumulated depreciation and impairment losses. Any tangible assetscarried at revalued amounts are recorded at the fair value at the date ofrevaluation less any subsequent accumulated depreciation and subsequentaccumulated impairment losses.

(f) DEPRECIATIONDepreciation is calculated so as to write off the cost or valuation of an asset,less its residual value, over the useful economic life of that asset as follows:

No depreciation is provided on freehold land. Freehold buildings are

depreciated over their useful lives which range from 30 to 67 years. Otherfixed assets are depreciated on the straight-line method over expected usefullives as follows: -

Equipment, fittings etc. 3 - 10 yearsMotor vehicles 3 - 5 years

(g) IMPAIRMENT OF FIXED ASSETSA review for indicators of impairment is carried out at each reporting date,with the recoverable amount being estimated where such indicators exist.Where the carrying value exceeds the recoverable amount, the asset isimpaired accordingly. Prior impairments are also reviewed for possible reversalat each reporting date.

For the purposes of impairment testing, when it is not possible to estimate therecoverable amount of an individual asset, an estimate is made of therecoverable amount of the cash-generating unit to which the asset belongs. Thecash-generating unit is the smallest identifiable group of assets that includes theasset and generates cash inflows that are largely independent of the cashinflows from other assets or groups of assets.

(h) INVESTMENT PROPERTYLand and buildings are classified as investment properties when they are heldto earn rentals or for capital appreciation or both. Investment properties areinitially measured at cost which comprises purchase price and any directlyattributable expenditure. Investment properties are subsequently remeasuredto fair value at each reporting date with changes in fair value recognised inprofit or loss. Revaluations are carried out by a professional qualified valuer andreviewed by the Board.

(i) STOCKS, WORK IN PROGRESS AND LIVESTOCKStocks, work in progress and livestock are valued at the lower of cost and netrealisable value.

(j) TAXATIONThe taxation expense represents the aggregate amount of current and deferredtax recognised in the reporting period. Tax is recognised in profit or loss, exceptto the extent that it relates to items recognised in other comprehensive incomeor directly in equity. In this case, tax is recognised in other comprehensiveincome or directly in equity, respectively.

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 recoverusing the tax rates and laws that have been enacted or substantively enacted atthe reporting date.

Deferred tax is recognised in respect of all timing differences at the reportingdate. Unrelieved tax losses and other deferred tax assets are recognised to theextent that it is probable that they will be recovered against the reversal ofdeferred tax liabilities or other future taxable profits. Deferred tax is measuredusing the tax rates and laws that have been enacted or substantively enacted bythe reporting date that are expected to apply to the reversal of the timingdifference.

(k) GOVERNMENT GRANTSGovernment grants are recognised at the fair value of the asset received orreceivable. Grants are not recognised until there is reasonable assurance that theGroup will comply with the conditions attaching to them and the grants will bereceived.

Government grants relating to revenue are recognised on a systematic basisover the periods in which the Group recognises the related costs for which thegrant is intended to compensate. Grants that are receivable as compensation forexpenses or losses already incurred or for the purpose of giving immediatefinancial support to the entity with no future related costs are recognised inincome in the period in which it becomes receivable.

Grants relating to assets are recognised in income on a systematic basis over theexpected useful life of the asset. Where part of a grant relating to an asset isdeferred, it is recognised as deferred income and not deducted from thecarrying amount of the asset.

(l) LEASES Rentals under operating leases are charged to the profit and loss account on astraight-line basis over the lease term.

Page 16: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

16 ANM ANNUAL REPORT 2018

Notes on financial statementsfor year ended 31 December 2018

1 ACCOUNTING POLICIES (Continued)

(m) PENSIONSThe Group operates a defined contribution pension scheme. Payments to thedefined contribution scheme are charged to the profit and loss account. TheGroup also operates a defined benefit scheme for certain employees. A definedbenefit plan defines the pension benefit that the employee will receive onretirement, usually dependent upon several factors including age, length of serviceand remuneration. The liability recognised in the statement of financial position isthe present value of the defined benefit obligation at the reporting date less thefair value of the plan assets at the reporting date. The defined benefit obligation iscalculated using the projected unit credit method and reviewed annually byindependent actuaries. The present value is determined by discounting theestimated future payments using market yields on high quality corporate bondsthat are denominated in sterling and that have terms approximating theestimated period of the future payments. Service costs are charged to profit orloss so as to spread the costs over the service lives of employees. Net intereston the net defined benefit liability is determined by multiplying the net definedbenefit liability by the discount rate, as determined at the start of the annualreporting period, taking account of any changes in the net defined benefit liabilityduring the period as a result of contribution and benefit payments. Net interest ischarged to profit or loss in the period. Remeasurements of the net definedbenefit liability are charged through other comprehensive income in the period inwhich they occur. Remeasurement of the net defined benefit liability recognised inother comprehensive income is not reclassified to profit or loss in a subsequentperiod. Remeasurements of the net defined benefit liability comprise actuarialgains and losses, the return on plan assets, excluding amounts included in netinterest on the net defined benefit liability. For reasons of clarity, all adjustmentsto the profit and loss account and hence revenue reserves in respect of FRS 102have been separately disclosed.

(n) INVESTMENTSInvestments held as fixed assets are stated at cost less provision for anypermanent diminution in value.

(o) FOREIGN CURRENCY TRANSACTIONSTransactions denominated in foreign currencies are translated into sterling at therates ruling at the date of the transactions.

(p) CASH AND CASH EQUIVALENTSCash and cash equivalents are basic financial assets and include cash in hand,deposits held at call with banks, other short-term liquid investments with originalmaturities of three months or less, and bank overdrafts. Bank overdrafts areshown within borrowings in current liabilities.

(q) FINANCIAL INSTRUMENTSThe Group has elected to apply the provisions of Section 11 ‘Basic FinancialInstruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to allof its financial instruments.Financial instruments are recognised in the Group’s statement of financial positionwhen the Group becomes party to the contractual provisions of the instrument.Basic financial assetsBasic financial assets, which include debtors and cash and bank balances, areinitially measured at transaction price including transaction costs and aresubsequently carried at amortised cost using the effective interest method unlessthe arrangement constitutes a financing transaction, where the transaction ismeasured at the present value of the future receipts discounted at a market rateof interest. Financial assets classified as receivable within one year are notamortised.Impairment of financial assetsFinancial assets, other than those held at fair value through profit and loss, areassessed for indicators of impairment at each reporting end date.Financial assets are impaired where there is objective evidence that, as a result ofone or more events that occurred after the initial recognition of the financialasset, the estimated future cash flows have been affected. If an asset is impaired,the impairment loss is the difference between the carrying amount and thepresent value of the estimated cash flows discounted at the asset’s originaleffective interest rate. The impairment loss is recognised in profit or loss.Derecognition of financial assetsFinancial assets are derecognised only when the contractual rights to the cashflows from the asset expire or are settled, or when the Group transfers thefinancial asset and substantially all the risks and rewards of ownership to anotherentity, or if some significant risks and rewards of ownership are retained butcontrol of the asset has transferred to another party that is able to sell the assetin its entirety to an unrelated third party.Classification of financial liabilitiesFinancial liabilities and equity instruments are classified according to the substanceof the contractual arrangements entered into. An equity instrument is anycontract that evidences a residual interest in the assets of the Group afterdeducting all its liabilities.

(r) INTEREST RECEIVABLE AND SIMILAR INCOMEInterest receivable on livestock agreements has been accounted for in the yearon an accruals basis to match the accounting treatment of interest payable andsimilar charges.

(s) EMPLOYEE BENEFITSThe costs of short-term employee benefits are recognised as a liability and anexpense, unless those costs are required to be recognised as part of the cost ofstock or fixed assets.

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

2 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

In preparing the financial statements, management is required to make estimatesand assumptions which affect reported income, expenses, assets, liabilities anddisclosure of contingent assets and liabilities. Use of available information andapplication of judgement are inherent in the formation of estimates, together withpast experience and expectations of future events that are believed to bereasonable under the circumstances. Actual results in the future could differ fromsuch estimates.

Useful economic lives of tangible assetsThe annual depreciation charge for tangible assets is sensitive to changes in theestimated useful economic lives and residual value of the assets. The usefuleconomic lives and residual values are re-assessed annually. They are amendedwhen necessary to reflect current estimates, based on technologicaladvancement, future investments, economic utilisation and the physical conditionof the assets.

Impairment of debtorsThe Group makes an estimate of the recoverable value of trade and otherdebtors. When assessing impairment of trade and other debtors, managementconsiders factors including the current credit rating of the debtor, the ageingprofile of debtors and historical experience.

Defined benefit pension schemeThe Group has obligations to pay pension benefits to certain employees. The costof these benefits and the present value of the obligation depend on a number offactors, including, life expectancy, salary increases, asset valuations and the discountrate on corporate bonds. Management estimates these factors in determining thenet pension obligation in the statement of financial position. The assumptionsreflect historical experience and current trends.

The defined benefit pension scheme liability at 31 December 2018 includes anestimate of the liability for Guaranteed Minimum Pension (GMP) equalisationwhich has arisen as a result of the recent Lloyds Banking Group case. An actuarialequivalence approach has been adopted to estimate the additional liabilitiesarising. Under this method the value of a member’s Fund benefits accruedbetween 17 May 1990 and 6 April 1997 is compared with the liability arising ifthe GMP is replaced by that of his or her comparator of the opposite gender.Where the comparator value is higher, there is an additional liability equal to thedifference. For most deferred members, there is sufficient data to undertakereasonably accurate calculations. However, inadequate data has limited theaccuracy of the calculation work for current pensioners. In particular, theidentification of benefits accrued between 17 May 1990 and 6 April 1997 (splitbetween GMP and non-GMP) for around half of these members has beendetermined using approximating techniques. In addition, there is a reliance onaverage values in determining the GMP and non-GMP proportions for currentpensioner comparators. An allowance for interest at 1.0% above the Bank ofEngland base rate had been included in the calculation of benefit arrears payableto current pensioners. The estimated additional liabilities are intended to providea reasonable indication of the financial impact of addressing GMP inequality in theFund. However, while calculations have been undertaken at member level,approximations have been made where insufficient data exists or to provideresults at sensible cost and within desired timescales. No allowance has beenmade for possible limitation of benefit arrears payable to current pensioners,correction of past transfer payments or addressing the position of deceasedmembers. The actual additional liabilities can only be determined once eachaffected member’s benefits have been adjusted in accordance with the chosenmethodologies and then available guidance.

Valuation of investment propertiesThe fair value of investment properties is derived from third party valuationreports provided by external independent valuers as at 31 December 2017and adjusted for market movements in the year to 31 December 2018, asassessed by the Board. The independent valuations were based onassumptions including future rental income and the appropriate discount oryield. Changes in assumptions about these factors could affect the reportedfair values.

Page 17: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

3 THROUGHPUT AND TURNOVER

Throughput and turnover were contributed as follows. All sales between group companies have been fully eliminated on consolidation.

2018 2017£’000 £’000

THROUGHPUTParent Society -

Value of livestock and other goods sold on commission 123,055 121,051Direct sales 1,932 1,823

Aberdeen & Northern (Estates) Limited - Rendering of services 414 338

Direct sales - Total value of direct sales by other Group companies 1,379 1,491

126,780 124,703

TURNOVERParent Society -

Commission from sales of livestock and other goods 5,119 5,062Direct sales – fees for valuations and other services rendered andincome from farming activities 1,932 1,823

Aberdeen & Northern (Estates) Limited -Rendering of services 414 338

Thainstone Events Limited -Direct sales – sales from the supply of catering services 1,352 1,395

Thainstone Leasing Company Limited - Direct sales – from the sale ofmotor vehicles 27 96

8,844 8,714

ANM ANNUAL REPORT 2018 17

Page 18: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

4 TRADING PROFIT

2018 2017£’000 £’000

Group trading profit was contributed as follows:-Parent Society 369 481Aberdeen & Northern (Estates) Limited 59 42Thainstone Events Limited 20 22Thainstone Leasing Co. Ltd. 50 27

498 572

Group trading profit is arrived at after charging/(crediting):-Depreciation of tangible fixed assets 684 702Gain on sale of fixed assets other than property (40) (3)Directors’ emoluments for services 56 55Auditors’ remuneration 38 38

738 792

5 DEFINED BENEFIT PENSION SCHEME BEFORE TAXATION

2018 2017£’000 £’000

The charge to profit and loss for the year is:- Service cost - -- Net interest expense (159) (229)- Exceptional cost - fund change - guaranteed minimum pension equalisation (266) -

(425) (229)

The exceptional cost relates to the actuaries estimate of the additional pension liabilities arising from Guaranteed Minimum Pension (GMP) equalisation followingthe High Court ruling in a recent Lloyds Banking Group case. The GMP is the minimum benefit that a defined benefit scheme must provide for those members whowere “contracted out” of the State Earnings-Related Pension Scheme between 6 April 1978 and 5 April 1997. The ruling in the Lloyds Banking Group case held thatpension schemes must adjust benefits for the unequal effect of GMP’s accrued post 17 May 1990 between men and women.

18 ANM ANNUAL REPORT 2018

Page 19: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

ANM ANNUAL REPORT 2018 19

6 STAFF NUMBERS AND COSTS

2018 2017

No. No.The average number of persons employed (including part-timestaff) by the Group during the year was 184 198

£’000 £’000

Wages and salaries 3,950 3,820National insurance 363 344Other pension costs - defined contribution schemes 142 130

4,455 4,294

7 INTEREST ON SHARE CAPITAL

The interest relates to the 12 month period to 31 March 2019.

8 TAXATION

2018 2017£’000 £’000

The taxation charge/(credit) which is based on the results of the year is made up as follows:-

Corporation tax - -Adjustments in respect of previous periods - (5)

- (5)

Transfer from deferred taxation (3) (4)

(3) (9)

Factors affecting current tax charge -

(Loss)/profit on ordinary activities before taxation (323) 48

(Loss)/profit on ordinary activities at 19% (2017 – 19.25%) (61) 9Expenses not deductible for tax purposes 49 30Tax losses unutilised 25 10Defined benefit pension (16) (53)Adjustments in respect of previous periods - (5)

(3) (9)

Page 20: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

9 TANGIBLE FIXED ASSETS

£’000 £’000 £’000 £’000At 31.12.17 Additions Disposals At 31.12.18

THE GROUPCost or valuation: Freehold properties 21,577 1,554 (5) 23,126Equipment, fittings etc. 4,507 230 (34) 4,703Motor vehicles 778 186 (197) 767

26,862 1,970 (236) 28,596

Charge for OnAt 31.12.17 Year Disposals At 31.12.18

Depreciation:Freehold properties 869 210 - 1,079Equipment, fittings etc. 3,561 340 (33) 3,868Motor vehicles 389 134 (159) 364

4,819 684 (192) 5,311

Net book value 22,043 23,285

£’000 £’000 £’000 £’000At 31.12.17 Additions Disposals At 31.12.18

PARENT SOCIETYCost or valuation:Freehold properties 21,577 1,554 (5) 23,126Equipment, fittings etc. 4,028 166 (33) 4,161Motor vehicles 146 52 (29) 169

25,751 1,772 (67) 27,456

Charge for OnAt 31.12.17 Year Disposals At 31.12.18

Depreciation:Freehold properties 869 210 - 1,079Equipment, fittings etc. 3,117 307 (33) 3,391Motor vehicles 96 18 (27) 87

4,082 535 (60) 4,557

Net book value 21,669 22,899

Notes on financial statementsfor year ended 31 December 2018

20 ANM ANNUAL REPORT 2018

Page 21: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

ANM ANNUAL REPORT 2018 21

9 TANGIBLE FIXED ASSETS (Continued)

Note - The cost or valuation figures at 31 December 2018 are arrived at as follows:-

ParentGroup Society£’000 £’000

Freehold properties –Valuation at 31 October 2012 17,943 17,943Subsequent additions at cost 5,183 5,183

23,126 23,126

Freehold properties were revalued in 2012 by independent Chartered Surveyors on the basis of open market value for existing use.

Group Parent Society

10 INVESTMENT PROPERTIES 2018 2017 2018 2017£’000 £’000 £’000 £’000

At 31 December 2017 5,355 5,370 5,355 5,370Additions in year 148 2 148 2Transferred from fixed assets at valuationRevaluations in year (144) (17) (144) (17)

At 31 December 2018 5,359 5,355 5,359 5,355

The investment properties were revalued in 2017 by independent Chartered Surveyors on the basis of current market value, subject to existing tenancies, andupdated by the Board at 31 December 2018.

Page 22: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

11 INVESTMENTS

Group Parent Society

NOTES 2018 2017 2018 2017£’000 £’000 £’000 £’000

Subsidiary undertakings – at cost (a) - - 50 50Associated undertakings and trade investments – at cost (b) 509 554 509 554

509 554 559 604

All of the above investments are unlisted.

Note:-(a) Details of the trading subsidiaries are as follows:-

Percentage ofequity shares held

Country of Principal Parentincorporation Activity Group Society

Aberdeen & Northern (Estates) Limited Scotland Land and estate agents 100% 100%

Thainstone Events Limited Scotland Caterers 100% 100%

Thainstone Leasing Co. Ltd. Scotland Vehicle leasing/sales 100% 100%

The Parent Society holds 100% of the equity shares, directly and indirectly, in its non trading subsidiaries, Scotch Premier Meat Limited, Taste ofGrampian Limited and YPM 2012 Limited. Scotch Premier Meat Limited and Taste of Grampian Limited are incorporated in Scotland and YPM 2012Limited is incorporated in England.

(b) Associated undertakings and trade investments: -

The Parent Society has investments in Scotbeef Inverurie Limited and Yorkshire Premier Meat Limited and an interest in Maverston LLP, a limitedliability partnership, whose principal activity is property development. The investment in Maverston LLP has been fully written off previously. The ParentSociety also has an interest in Thainstone LLP and Cowiesburn ANM LLP.

Notes on financial statementsfor year ended 31 December 2018

22 ANM ANNUAL REPORT 2018

Page 23: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

ANM ANNUAL REPORT 2018 23

12 DEBTORS

Group Parent Society

2018 2017 2018 2017£’000 £’000 £’000 £’000

Trade debtors 868 1,336 666 1,085Other debtors 300 169 300 169Prepayments 349 355 328 330Current taxation - - 23 18Owed by subsidiary undertakings - - 479 247Owed by associated undertakings 3,174 2,938 3,174 2,938

4,691 4,798 4,970 4,787

Amounts owed by Group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

13 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Parent Society

2018 2017 2018 2017£’000 £’000 £’000 £’000

Trade creditors 846 669 773 595Amount owed to subsidiary undertakings - - 41 34PAYE, national insurance and VAT 245 348 165 290Accruals and deferred income 906 669 875 636Other creditors 573 594 269 316Proposed interest on share capital 140 143 140 143Proposed trading bonus - 36 - 36

2,710 2,459 2,263 2,050

Amounts owed to Group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

Page 24: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

15 PENSION SCHEMES

The Group operates a defined contribution pension scheme.

The defined contribution scheme, which commenced on 1 January 2000, is a Group personal pension plan operating on a defined contribution basis and isavailable to all Group employees.

The defined benefit scheme, closed to new entrants as of 28 February 1999, provides members with defined benefits based on salary. The benefit promisesare funded in advance and the scheme assets are held in a separate trustee administered fund. Contributions to the scheme are assessed in accordance withthe advice of a qualified actuary on the basis of triennial valuations using the projected unit method of valuation.

The last triennial valuation was conducted as at 1 January 2016 and updated at 31 December 2018 by a qualified independent actuary. The results of theactual valuation at 1 January 2016 showed a deficit of £8.2m. At this valuation the market value of the scheme’s assets amounted to £23 million and theactuary determined that this represents 73% of the scheme’s liabilities.

In accordance with FRS 102 the defined benefit pension scheme is recognised in the Parent Society financial statements as they are the sponsoring society.

2018 2017Movement in defined benefit pension scheme deficit during the year £’000 £’000

Deficit at 1 January (6,477) (8,418)

Movement in year :- Contributions 507 505- Net interest expense (159) (229)- Fund changes – guaranteed minimum pension equalisation (266) -- Actuarial (loss)/gain in Other comprehensive income (1,021) 1,665

Deficit at 31 December (7,416) (6,477)

Less: Deferred taxation 1,261 1,101

Deficit net of taxation (6,155) (5,376)

14 DEFERRED TAXATION

Group Parent Society

2018 2017 2018 2017£’000 £’000 £’000 £’000

The accounting policy for deferred taxation is explainedin note 1(j). The provision made for deferred taxation is as follows:-

Provision -Accelerated capital allowances (18) (16) - -Revaluation reserve 312 324 312 324

294 308 312 324

Notes on financial statementsfor year ended 31 December 2018

24 ANM ANNUAL REPORT 2018

Page 25: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

ANM ANNUAL REPORT 2018 25

15 PENSION SCHEMES (Continued)

2018 2017Analysis of the amount in Other Comprehensive Income £’000 £’000

Asset return less interest (1,694) 1,826Experience gains/(losses) on benefit obligation 185 540Effect of assumptions changes on benefit obligation 488 (701)

Actuarial (loss)/gain in Other comprehensive income (1,021) 1,665

History of experience gains and losses-

Difference between the asset return and the interest income (1,694) 1,826- as % of scheme assets 7.4% 7%

Experience gains/(losses) on obligation 185 540- as % of obligation 0.6% 2%

Total amount recognised in Other comprehensive income (1,021) 1,665- as % of obligation 3.4% 5%

In terms of the requirements of FRS 102, the scheme actuary has reported the following:

The major assumptions used (in nominal terms) - As at As at31.12.18 31.12.17

Pension escalation in payment (limited price indexation) 2.35%-3.75% 2.30%-3.70%Consumer price inflation (CPI) 2.20% 2.15%Discount rate 2.75% 2.55%Retail price inflation (RPI) 3.30% 3.25%

The mortality assumptions used were as follows -

Longevity at age 65 for current pensioners:- Men 21.6 21.7- Women 23.5 23.6

Longevity at age 65 for future pensioners:- Men 23.0 23.1- Women 25.1 25.1

Page 26: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

15 PENSION SCHEMES (Continued)

Reconciliation of scheme assets and liabilities - Assets Liabilities Total£’000 £’000 £’000

At 1 January 2018 25,633 (32,110) (6,477)Benefits paid (2,201) 2,201 -Employer contributions 507 - 507Interest income/(expense) 632 (791) (159)Fund changes- guaranteed minimum pension equalisation - (266) (266)Remeasurement gains/(losses)- Actuarial gains/(losses) - 673 673- Return on plan assets excluding interest income (1,694) - (1,694)

At 31 December 2018 22,877 (30,293) (7,416)

2018 2017Total cost recognised as an expense:

Net interest expense 159 229Fund changes – guaranteed minimum pension equalisation 266 -

425 229

No amounts (2017 – nil) were included in the cost of assets.

The fair value of the plan assets was:

Equities (including property) 5,745 11,698Diversified Growth Funds 4,536 -Bonds 12,162 8,281Cash 181 5,388Insured Pensions 253 266

Total market value of assets 22,877 25,633

Notes on financial statementsfor year ended 31 December 2018

26 ANM ANNUAL REPORT 2018

Page 27: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Notes on financial statementsfor year ended 31 December 2018

ANM ANNUAL REPORT 2018 27

Group Parent Society

16 SHARE CAPITAL 2018 2017 2018 2017£’000 £’000 £’000 £’000

1,281 (2017 –1,281) cumulative preferenceshares of £1 each fully paid 1 1 1 1

6,531,589 (2017 –6,034,474) ordinaryshares of £1 each fully paid 6,532 6,034 6,532 6,034

Dividends retained to credit of share capital 27 24 27 24

6,560 6,059 6,560 6,059

17 RESERVES

Capital Reserves – This reserve consists of property revaluations less the associated deferred tax.

Profit and loss account – This reserve records retained earnings and accumulated losses.

Defined benefit pension scheme deficit – This comprises the deficit on the defined benefit contribution scheme.

Page 28: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

18 RECONCILIATION OF MOVEMENTS ON SHAREHOLDERS FUNDS

Group Parent Society

2018 2017 2018 2017£’000 £’000 £’000 £’000

Movement for the financial year after taxation (334) 10 (317) 57Remeasurements of net defined benefit obligation (848) 1,383 (848) 1,383Share capital issued 501 576 501 576Surplus on revaluation realised (3) - (3) -Deferred tax movement on revaluation reserve 12 37 12 37Opening shareholders’ funds at 1 January 21,931 19,925 21,505 19,452

Closing shareholders’ funds at 31 December 21,259 21,931 20,850 21,505

All of the above funds are attributable to members.

19 CAPITAL COMMITMENTSGroup Parent Society

2018 2017 2018 2017£’000 £’000 £’000 £’000

The directors have authorised future capital expenditure which amounts to -Contracted for 5,025 5,246 5,025 5,246

20 OPERATING LEASE COMMITMENTSGroup Parent Society

2018 2017 2018 2017£’000 £’000 £’000 £’000

The future minimum lease payments under non-cancellableoperating leases are as follows;

Operating leases for equipment which expire -Less than one year 1 1 1 1Between two and five years 2 3 2 3

3 4 3 4

21 RELATED PARTY TRANSACTIONS

In the year to 31 December 2018, in normal arm's length transactions, in the ordinary course of business and on normal terms theGroup have –

a) purchased goods at a total cost of £204,774 (2017 - £69,253) from non-executive members of the Board or their businesses.b) derived commission of £14,540 (2017 - £21,353) from sales of goods and livestock consigned by these members of the Board or

their businesses.

Notes on financial statementsfor year ended 31 December 2018

28 ANM ANNUAL REPORT 2018

Page 29: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

The boards' responsibilities statement and independentauditor's report to the members of ANM Group Limitedfor year ended 31 December 2018

ANM ANNUAL REPORT 2018 29

THE BOARDS’ RESPONSIBILITIES STATEMENTThe Board are responsible for preparing the Boards’ report andthe financial statements in accordance with applicable law andregulations.

Co-operative and Community Benefit Society legislation requiresthe Board to prepare financial statements for each financial year.Under that law the Board have elected to prepare the financialstatements in accordance with United Kingdom GenerallyAccepted Accounting Practice (United Kingdom AccountingStandards and applicable law). Under Co-operative andCommunity Benefit Society legislation the Board must notapprove the financial statements unless they are satisfied that theygive a true and fair view of the state of affairs of the Group andthe Society and the profit or loss of the Group for that period.

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

• select suitable accounting policies and then apply themconsistently;

• make judgements and accounting estimates that are reasonableand prudent;

• state whether applicable UK Accounting Standards have beenfollowed, subject to any material departures disclosed andexplained in the financial statements;

• prepare the financial statements on the going concern basisunless it is inappropriate to presume that the Group and theSociety will continue in business.

The Board are responsible for keeping adequate accountingrecords that are sufficient to show and explain the Group’s andthe Society's transactions and disclose with reasonable accuracyat any time the financial position of the Group and the Societyand enable them to ensure that the financial statements complywith the Co-operative and Community Benefit Societies Act2014 and the Co-operative and Community Benefit Societies(Group Account) Regulations 1969. They are also responsible forsafeguarding the assets of the Group and the Society and hencefor taking reasonable steps for the prevention and detection offraud and other irregularities.

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OFANM GROUP LIMITED

OPINIONWe have audited the financial statements of ANM Group Limited(the 'Parent Society') and its subsidiaries (the ‘Group’) for theyear ended 31 December 2018 which comprise the consolidatedstatement of comprehensive income, consolidated statement offinancial position, Society statement of financial position,consolidated statement of changes in equity, Society statement ofchanges in equity, consolidated statement of cash flows and notesto the financial statements, including a summary of significantaccounting policies. The financial reporting framework that hasbeen applied in their preparation is applicable law and UnitedKingdom Accounting Standards, including FRS 102 The FinancialReporting Standard applicable in the UK and Republic of Ireland(United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the Group’s and of theParent Society's affairs as at 31 December 2018 and of theGroup’s loss for the year then ended;

• have been properly prepared in accordance with UnitedKingdom Generally Accepted Accounting Practice;

• have been prepared in accordance with the requirements ofthe Co-operative and Community Benefit Societies Act 2014and the Co-operative and Community Benefit Societies(Group Accounts) Regulations 1969.

BASIS FOR OPINIONWe conducted our audit in accordance with InternationalStandards on Auditing (UK) (ISAs (UK)) and applicable law. Ourresponsibilities under those standards are further described in theAuditor’s responsibilities for the audit of the financial statementssection of our report. We are independent of the Group inaccordance with the ethical requirements that are relevant to ouraudit of the financial statements in the UK, including the FRC’sEthical Standard, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements. Webelieve that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.

CONCLUSIONS RELATING TO GOING CONCERNWe have nothing to report in respect of the following matters inrelation to which the ISAs (UK) require us to report to youwhere:

• the Boards’ use of the going concern basis of accounting in thepreparation of the financial statements is not appropriate; or

• the Board have not disclosed in the financial statements anyidentified material uncertainties that may cast significant doubtabout the Group’s or the Parent Society's ability to continue toadopt the going concern basis of accounting for a period of atleast twelve months from the date when the financialstatements are authorised for issue.

OTHER INFORMATIONThe Board is responsible for the other information. The otherinformation comprises the information included in the annualreport, other than the financial statements and our auditor’sreport thereon. Our opinion on the financial statements does notcover the other information and we do not express any form ofassurance conclusion thereon.

In connection with our audit of the financial statements, ourresponsibility is to read the other information and, in doing so,consider whether the other information is materially inconsistentwith the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If weidentify such material inconsistencies or apparent materialmisstatements, we are required to determine whether there is amaterial misstatement in the financial statements or a materialmisstatement of the other information. If, based on the work wehave performed, we conclude that there is a materialmisstatement of this other information, we are required to reportthat fact.

We have nothing to report in this regard.

Page 30: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

Independent auditor's report to the members of ANM GroupLimited for year ended 31 December 2018 (Continued)

MATTERS ON WHICH WE ARE REQUIRED TO REPORT BYEXCEPTIONWe have nothing to report in respect of the following matters inrelation to which the Co-operative and Community BenefitSocieties Act 2014 requires us to report to you if, in our opinion:

• a satisfactory system of control over transactions has not beenmaintained; or

• the Society has not kept proper accounting records; or• the financial statements are not in agreement with the books

of account; or• we have not received all the information and explanations we

require for our audit.

RESPONSIBILITIES OF THE BOARDAs explained more fully in The Boards’ Responsibilities Statement,the Board are responsible for the preparation of the financialstatements and for being satisfied that they give a true and fairview, and for such internal control as the Board determine isnecessary to enable the preparation of financial statements thatare free from material misstatement, whether due to fraud orerror.

In preparing the financial statements, the Board are responsiblefor assessing the Group's and the Parent Society’s ability tocontinue as a going concern, disclosing, as applicable, mattersrelated to going concern and using the going concern basis ofaccounting unless the Board either intend to liquidate the Groupor the Parent Society or to cease operations, or have no realisticalternative but to do so

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THEFINANCIAL STATEMENTSOur objectives are to obtain reasonable assurance aboutwhether the financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and toissue an auditor’s report that includes our opinion. Reasonableassurance is a high level of assurance but is not a guarantee thatan audit conducted in accordance with ISAs (UK) will alwaysdetect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if,individually or in the aggregate, they could reasonably beexpected to influence the economic decisions of users taken onthe basis of these financial statements.

A further description of our responsibilities for the audit of thefinancial statements is located on the Financial ReportingCouncil's website at: www.frc.org.uk/auditorsresponsibilities. Thisdescription forms part of our auditor's report.

USE OF OUR REPORTThis report is made solely to the Society’s members, as a body, inaccordance with section 87 of the Co-operative and CommunityBenefit Societies Act 2014. Our audit work has been undertakenso that we might state to the Society’s members those matterswe are required to state to them in an auditor's report and forno other purpose. To the fullest extent permitted by law, we donot accept or assume responsibility to anyone other than theSociety and the Society’s members as a body, for our audit work,for this report, or for the opinions we have formed.

Kathleen Kirkland MA CA (Senior Statutory Auditor)For and on behalf of Williamson & DunnChartered Accountant & Statutory Auditor3 West Craibstone StreetAberdeenAB11 6YW

12 March 2019

30 ANM ANNUAL REPORT 2018

Page 31: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

The Thainstone Business Park expansion works are well underway.

Page 32: AnnualReportand Financial Statements - ANM Group News/Annual-Report-2018.pdfANM Group continues to deliver a valuable service to our members and customers, and we appreciate your continued

www.anmgroup.co.uk

THE ANM GROUP LIMITEDThainstone Centre, Inverurie, AB51 5XZ, ScotlandTel: 01467 623700Email: [email protected]

ABERDEEN & NORTHERN MARTSThainstone Centre, Inverurie, AB51 5XZ, ScotlandTel: 01467 623710Email: [email protected]

Regional Centres

Caithness Livestock Centre Tel: 01955 621363Email: [email protected]

Elgin Auction Centre Tel: 01343 547047Email: [email protected]

ABERDEEN & NORTHERN (ESTATES) LIMITEDThainstone Centre, Inverurie, AB51 5XZ, ScotlandTel: 01467 623800Email: [email protected]

THAINSTONE EVENTSThainstone Centre, Inverurie, AB51 5XZ, ScotlandTel: 01467 623867Email: [email protected]

THAINSTONE SPECIALIST AUCTIONSThainstone Centre, Inverurie, AB51 5XZ, ScotlandTel: 01467 623770Email: [email protected]

ANMG R O U PE S T A B L I S H E D 1 8 7 2