Scottish Land & Estates Limited - Limited company accounts 20.1

REGISTERED NUMBER: SC257726 (Scotland)

Directors' Report and

Financial Statements for the Year Ended 31 December 2020

for

Scottish Land & Estates Limited

Page

Company Information

1

Directors' Report

2

Report of the Independent Auditors

4

Income Statement

7

Statement of Financial Position

8

Statement of Changes in Equity

9

Notes to the Financial Statements

10

DIRECTORS:

S-J Laing

H A Campbell Adamson

D E Ward

A S Lewis

H M Grossart

I E Channing

M E Tennant

A G Douglas Miller

Ms L A Laidlaw

D C Lewis

REGISTERED OFFICE:

Stuart House

Eskmills Business Park

Station Road

Musselburgh

East Lothian

EH21 7PB

REGISTERED NUMBER:

SC257726 (Scotland)

SENIOR STATUTORY AUDITOR:

Jamie Younger BSc CA

INDEPENDENT AUDITORS:

Saffery Champness LLP

Statutory Auditor

Edinburgh Quay

133 Fountainbridge

Edinburgh

EH3 9BA

BANKERS:

Adam & Company PLC

25 St Andrew Square

Edinburgh

EH2 1AF

The directors present their report with the financial statements of the company for the year ended 31 December 2020.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of representing the interests of, and providing services & benefits to, the membership, being those who manage rural property or land based businesses in Scotland.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2020 to the date of this report.

S-J Laing

H A Campbell Adamson

D E Ward

A S Lewis

H M Grossart

I E Channing

M E Tennant

Other changes in directors holding office are as follows:

Lord D P W H Johnstone - resigned 28 April 2020

A G Douglas Miller - appointed 28 April 2020

Ms L A Laidlaw - appointed 28 April 2020

D C Lewis - appointed 28 April 2020

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Directors' 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 Accounting Standards and applicable law (United Kingdom Generally Accepted Accounting Practice).

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 the profit and loss of the company for that period. In preparing those financial statements, the directors are required to:

-

select suitable accounting policies and then apply them consistently;

-

make judgements and accounting estimates that are reasonable and prudent;

-

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the

company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Saffery Champness LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

S-J Laing - Director

26 April 2021

Independent auditors' report to the members

Opinion

We have audited the financial statements of Scottish Land & Estates Limited for the year ended 31 December 2020 which comprise the Income Statement, Statement of Financial Position, 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:

-

give a true and fair view of the state of the company's affairs as at 31 December and its loss for the year

then ended;

-

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-

the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-

the Directors' Report has been prepared in accordance with applicable legal requirements.

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 Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

-

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-

the financial statements are not in agreement with the accounting records or returns; or

-

certain disclosures of directors' remuneration specified by law are not made; or

-

we have not received all the information and explanations we require for our audit; or

-

the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the company's financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and updating our understanding of the sector in which the company operates.

Laws and regulations of direct significance in the context of the company include The Companies Act 2006, and UK Tax legislation.

Audit response to risks identified:

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner's review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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

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

Jamie Younger BSc CA (Senior Statutory Auditor)

for and on behalf of Saffery Champness LLP

Statutory Auditor

Edinburgh Quay

133 Fountainbridge

Edinburgh

EH3 9BA

4 May 2021

REVENUE

1,328,353

1,543,068

Administrative expenses

1,437,128

1,569,700

(108,775

)

(26,632

)

Other operating income

82,358

50,187

OPERATING (DEFICIT)/SURPLUS

4

(26,417

)

23,555

Income from fixed asset investments

2,046

2,644

Interest receivable and similar income

175

191

2,221

2,835

(24,196

)

26,390

Interest payable and similar expenses

767

1,069

(DEFICIT)/SURPLUS BEFORE TAXATION

(24,963

)

25,321

Tax on (deficit)/surplus

5

2,159

5,542

(DEFICIT)/SURPLUS FOR THE FINANCIAL YEAR

(27,122

)

19,779

FIXED ASSETS

Intangible assets

6

3,809

6,236

Property, plant and equipment

7

37,839

53,766

Investments

8

124,826

125,882

166,474

185,884

CURRENT ASSETS

Debtors

9

45,528

107,110

Cash at bank and in hand

220,422

182,739

265,950

289,849

CREDITORS

Amounts falling due within one year

10

171,372

181,669

NET CURRENT ASSETS

94,578

108,180

TOTAL ASSETS LESS CURRENT LIABILITIES

261,052

294,064

CREDITORS

Amounts falling due after more than one year

11

(4,284

)

(9,699

)

PROVISIONS FOR LIABILITIES

(5,289

)

(5,764

)

NET ASSETS

251,479

278,601

RESERVES

Members Support Fund

124,826

125,882

Income and expenditure account

126,653

152,719

MEMBERS' FUNDS

251,479

278,601

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 23 April 2021 and were signed on its behalf by:

S-J Laing - Director

A G Douglas Miller - Director

Wildlife

Members

Estates

Retained

Support

Scotland

Total

earnings

Fund

Fund

equity

£

£

£

£

Balance at 1 January 2019

154,986

102,636

1,200

258,822

Changes in equity

Total comprehensive income

(2,267

)

23,246

(1,200

)

19,779

Balance at 31 December 2019

152,719

125,882

-

278,601

Changes in equity

Total comprehensive income

(26,066

)

(1,056

)

-

(27,122

)

Balance at 31 December 2020

126,653

124,826

-

251,479

1.	STATUTORY INFORMATION

Scottish Land & Estates Limited is a private company, limited by guarantee, registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

Going Concern

The directors believe that the continued Covid 19 restrictions will continue for a significant part of 2021 and will therefore reduce operational expenditure due to the decreased travel and cancellation of external meetings and the summer agricultural shows. Key income generating events will be delivered virtually and sponsorship opportunities will decrease thus reducing income revenue but also reducing expenditure. The impact on member subscriptions due to issues of business viability is an ongoing concern but has been mitigated by strong member engagement. A focus on recruitment in 2021, partly through the return to a full strength regional structure, will increase new business revenue from the 2020 levels. Based on the forecasts, the directors believe that it remains appropriate to prepare the financial statements on a going concern basis.

In terms of the fixed asset investments, as with the majority of investments there has been what the directors believe to be a short-term reduction in value. The investment portfolio is being held for the long term.

Income

Membership subscriptions are recognised as income for the accounting period in which they become due and include provision for amounts not expected to be received. Membership income intended to meet specific expenditure is recognised as the relevant expenditure is incurred. Grant income intended to meet specific expenditure is recognised as the relevant expenditure is incurred. Invoiced sales of goods and services are shown net of Value Added Tax.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Website development is being amortised evenly over its estimated useful life of four years.

Tangible fixed assets

Tangible fixed assets are stated at cost less depreciation.

Depreciation is provided to write off the cost less estimated residual value of each asset over its expected useful life as follows:

- Plant and machinery:

25% reducing balance

- Furniture & fittings

20% straight line

- Motor vehicles

25% reducing balance

- Computer equipment

25% straight line

- Improvements to property:

25% reducing balance

Taxation

Taxation for the year comprises current and deferred tax. Tax is provided on realised gains and income from investments and on commission.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to the income and expenditure account on a straight-line basis over the lease term.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Investments

Investments are stated at fair value. Gains and losses on disposal are taken to the income and expenditure account. Unrealised gains or losses on revaluation are also taken to the income and expenditure account.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 24 (2019 - 23 ) .

31/12/20

31/12/19

£

£

Directors' remuneration and fees

136,724

110,442

Directors' pension contributions

10,917

21,450

Other benefits

7,723

6,590

155,364

138,482

Two directors (2019: two) have retirement benefits accruing in respect of money purchase pension scheme arrangements.

4.	OPERATING (DEFICIT)/SURPLUS

The operating deficit (2019 - operating surplus) is stated after charging:

31/12/20

31/12/19

£

£

Depreciation - owned assets

12,680

13,241

Website development amortisation

2,427

2,428

Auditors' remuneration

3,300

3,200

5.

TAXATION

Analysis of the tax charge

The tax charge on the deficit for the year was as follows:

31/12/20

31/12/19

£

£

Current tax:

UK corporation tax

2,634

2,856

Deferred tax

(475

)

2,686

Tax on (deficit)/surplus

2,159

5,542

6.	INTANGIBLE FIXED ASSETS

Website

development

£

COST

At 1 January 2020

and 31 December 2020

9,710

AMORTISATION

At 1 January 2020

3,474

Amortisation for year

2,427

At 31 December 2020

5,901

NET BOOK VALUE

At 31 December 2020

3,809

At 31 December 2019

6,236

7.	PROPERTY, PLANT AND EQUIPMENT

Improvements

to

tenanted

Plant and

Furniture

properties

machinery

& fittings

£

£

£

COST

At 1 January 2020

34,333

2,826

5,472

Additions

560

-

-

At 31 December 2020

34,893

2,826

5,472

DEPRECIATION

At 1 January 2020

20,727

1,251

1,285

Charge for year

3,495

404

1,094

At 31 December 2020

24,222

1,655

2,379

NET BOOK VALUE

At 31 December 2020

10,671

1,171

3,093

At 31 December 2019

13,606

1,575

4,187

Motor

Computer

vehicles

equipment

Totals

£

£

£

COST

At 1 January 2020

25,735

96,750

165,116

Additions

-

615

1,175

At 31 December 2020

25,735

97,365

166,291

DEPRECIATION

At 1 January 2020

8,047

80,040

111,350

Charge for year

4,422

7,687

17,102

At 31 December 2020

12,469

87,727

128,452

NET BOOK VALUE

At 31 December 2020

13,266

9,638

37,839

At 31 December 2019

17,688

16,710

53,766

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Motor

vehicles

£

COST

At 1 January 2020

and 31 December 2020

25,735

DEPRECIATION

At 1 January 2020

8,047

Charge for year

4,422

At 31 December 2020

12,469

NET BOOK VALUE

At 31 December 2020

13,266

At 31 December 2019

17,688

8.	FIXED ASSET INVESTMENTS

Other

investments

£

COST OR VALUATION

At 1 January 2020

125,882

Additions

10,348

Disposals

(8,576

)

Revaluations

(2,828

)

At 31 December 2020

124,826

NET BOOK VALUE

At 31 December 2020

124,826

At 31 December 2019

125,882

Cost or valuation at 31 December 2020 is represented by:

Other

investments

£

Valuation in 2020

30,724

Cost

94,102

124,826

The fixed asset investments is the Members Support Fund reserve as shown in the statement of changes in equity.

9.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31/12/20

31/12/19

£

£

Trade debtors

29,871

88,673

Other debtors

174

-

VAT

-

6,154

Prepayments and accrued income

15,483

12,283

45,528

107,110

10.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31/12/20

31/12/19

£

£

Hire purchase contracts (see note 12)

5,415

5,093

Trade creditors

59,622

91,094

Corporation tax

2,181

3,200

Social security and other taxes

21,992

24,797

VAT

65,646

-

Other creditors

6,620

8,660

Deferred income

-

39,250

Accrued expenses

9,896

9,575

171,372

181,669

11.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31/12/20

31/12/19

£

£

Hire purchase contracts (see note 12)

4,284

9,699

12.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase contracts

31/12/20

31/12/19

£

£

Net obligations repayable:

Within one year

5,415

5,093

Between one and five years

4,284

9,699

9,699

14,792

Non-cancellable operating

leases

31/12/20

31/12/19

£

£

Within one year

31,421

37,686

Between one and five years

52,562

83,983

83,983

121,669

13.	PENSION COMMITMENTS

The company contributes to defined contribution pension schemes. The assets of the schemes are held separately from those of the company and the schemes are administered independently. The pension cost charge represents contributions payable by the company to the funds and amounts to £37,616 (2019: £32,483).

14.	RELATED PARTY DISCLOSURES

The non-executive directors are all members or representatives of members, with whom the company deals on an arm's-length basis.

15.	LIMITED BY GUARANTEE

In the event of winding up or dissolution of the company, under the terms of the guarantee the liability of each member shall be limited to £1.