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ANNUAL REPORT 2017

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ANNUAL REPORT 2017

CONTENTS

2017 IN SHORT ………………………………………………………………………………………………………………………………… 4

2017 TIMELINE OF KEY EVENTS …………………………………………………………………………………………………… 6

CHAIRMAN’S REPORT …………………………………………………………………………………………………………………… 8

GROWING A SUSTAINABLE BUSINESS ……………………………………………………………………………………… 10

CHIEF EXECUTIVE’S REVIEW ……………………………………………………………………………………………………… 12

CORPORATE SOCIAL RESPONSIBILITY …………………………………………………………………………………… 20

BOARD OF DIRECTORS …………………………………………………………………………………………………………………26

EXECUTIVE TEAM …………………………………………………………………………………………………………………………30

DIRECTORS’ RESPONSIBILITIES STATEMENT …………………………………………………………………………… 31

INDEPENDENT AUDITOR’S REPORT …………………………………………………………………………………………… 32

FINANCIAL STATEMENTS …………………………………………………………………………………………………………… 34

You can find more information about Aurivo online at:

www.Aurivo.ie

OUR BRANDS

¤426m

EVENTS15

45

Turnover

¤3.9m

Total operating profit

Milk QualityAwards: 27

BusinessAwards: 18

2017 IN SHORT

Awards

● Agribusiness ● Consumer Foods ● Dairy Ingredients ● Livestock Marts

Ourbusinesses’turnover

4 ANNUAL REPORT & ACCOUNTS 2017 5

Aurivo launchesmajor investmentprogramme inDairy Ingredients

Launch of Nutrias animalfeeds in the Donegal/

Northern Irelandregion

For GoodnessShakes at ToughMudder

Aurivo announcesCharity of the Year:Acquired BrainInjury Ireland

2017 TIMELINE OF KEY EVENTS

Fixed Milk PriceScheme III launchedwith best FMPS price

Record feed tonnage(+46%) sold in October

Connacht Goldflavoured milklaunch at thePloughingChampionships

Opening ofour 33rdHomelandstore, inBelmullet

Aurivo suppliers arefinalists in the NDC& Kerrygold MilkQuality Awards

Launch of new NutriasWeanling Crunch ATP

Connacht Gold listed at No.28 on the Kantar WorldpanelTop 100 Master Brands AtHome and at No. 3 in the Top10 ‘Movers & Shakers’

AutumnGrass: Gameof Two Halvescampaignlaunch

6 ANNUAL REPORT & ACCOUNTS 2017 7

Animal Health All-Star Award forStore Manager ofthe Year goes toLarry Hughes ofHomelandClaremorris

JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

10thAnnualAurivoMilkQualityAwards

Connacht Gold at the Taste ofDublin with brand ambassador,Pippa O’Connor

ConnachtGold’s first

Hot CrossBun Day

For Goodness Shakesfilms with Mayo’s

O’Shea brothers

Have It All eventsold out at theRadisson, Sligo

2017 was a good year for Aurivo, as thebusiness rebounded well from a tough2016 and performed beyond expectations,

paving the way for future sustainable growth.

While the year under review was a positive one withthe business continuing to deliver shareholder value,assisted by a rally in milk prices, it was not a year withoutits challenges. Unfavourable weather conditions in thelatter half of 2017 led our Agribusiness to pre-emptthere may be issues for farmers in Spring 2018, partic-ularly in certain parts of our region – we were instru-mental in highlighting these issues locally and nation-ally at an early stage and ran a series of fodder seminarsthroughout our region in Autumn 2017. During theyear, we also saw substantial volatility in the butter mar-ket with the price of commodity butter increase to closeon €7,000 per tonne, which was an all-time record.

2017 was a year of planning and development for Au-rivo. One of the major results of that endeavour is En-gage 2022, a five-year strategic plan for the businessthat will ensure Aurivo’s continued growth. It is an am-bitious strategy, with stretch targets, but I am confidentthat our team will deliver on the operational road mapthat has been devised to bring Engage 2022 to fruition.

During the course of the year, we completed a consul-tation process to explore ways of invigorating and im-proving communications within the advisory structuresof Aurivo. A number of key initiatives came out of thisprocess including the first ever meeting of all advisorychairpersons and secretaries; the commencement of anannual member upskilling programme, which has seen30 advisory members participate; and a more efficientand speedier means of communication with advisorymembers through the use of email. I would like to thankour advisory members, board members and everyoneinvolved for their contributions to this process.

Towards the end of the year, as part of our commitmentto supporting our milk suppliers, we launched our thirdand strongest Fixed Milk Price Scheme. The newscheme guarantees suppliers in the Republic of Ireland33.5 cent per litre on up to 10% of their monthly supplyfor three years. Suppliers in Northern Ireland will beguaranteed 29 pence per litre on up to 10% of theirmonthly supply for the same 36-month period. Thescheme successfully commenced in January 2018.

BUSINESS REVIEWAurivo has reported a group operating profit (beforeexceptionals) of €3.9m, an increase of 10% on the out-turn for 2016 (2016: €3.6m). Turnover for the year was€426.4m, an increase of 9% on the previous year (2016:€391.0m). The performance illustrates the strength ofAurivo’s underlying business and that of its operationaland commercial platforms. Net debt in the period re-duced significantly from €16.6m in 2016 to €5.7m in2017.

Looking at each area of the business, progress in 2017is outlined as follows:

Consumer FoodsConsumer Foods had a very strong year with salesacross milk, butter and sports nutrition at €99.1m, arise of €10.7m on 2016 (2016: €88.4m).

The result was aided by rising prices and also throughproduct innovation and increased investment in ourbrands. In the year, we added new flavoured milks tothe range and carried out a relaunch of our protein milk.

Investment in the Connacht Gold brand continued atpace. The Connacht Gold brand (which operates in avery competitive market) is now listed at number 28 inthe Kantar World Panel Top 100 brands – up threeplaces – and was identified as one of the 10 fastest grow-ing brands in the top 50.

Our sports nutrition business has continued to thriveand is now the 8th top selling brand in its category.

Dairy IngredientsDairy Ingredients had a tremendous year, with sales inthe business growing by 41% to €143.5m (2016:€102.1m).

It was a record year for milk processing. 420 millionlitres of our farmers’ milk were processed into milk pow-ders, butter and fresh consumer products. This repre-sented an 8% year-on-year increase.

It was a strong year for manufacturing milk driven byongoing global demand. Putting the business on a sus-tainable footing, our investment programme continuedin the period. The extensive upgrade of our Dairy In-gredients facility in Ballaghaderreen continued in 2017.The five-year upgrade investment plan is focused on

meeting anticipated global growth and demand. To thatend, we continued to expand our export customer basein the Middle East and also entered new markets suchas the Ivory Coast.

It was an active and successful year for new productdevelopment that culminated in December with thelaunch of a new brand of enriched milk powder for theNigerian market, called Forto. The powder is producedin Ballaghaderreen and then exported and consumerpacked in Ornua’s facility in Nigeria.

AgribusinessOur agribusiness returned to growth this year with anincrease in sales to €102.1m (2016: €97.2m). The pos-itive return was driven by a number of elements –namely, product development, increased marketing in-vestment and customer focus.

Feed sales were up 18% year-on-year. This was aided bythe successful launch of Nutrias feed across Donegaland Northern Ireland. Fertiliser sales finished the yearup 13% on 2016.

Our retail business, Homeland, continued its drivearound customer focus. It was a strong year for the busi-ness and a new Homeland store was opened in Belmul-let.

Aurivo’s Farm Profitability Programme, supporting farmefficiency and aiding knowledge transfer, grew fromstrength to strength in 2017.

MartsMarts continued to make an important contribution tothe business. Sales rose in the period to €81.6m from€78.5m in 2016.

There were a number of new initiatives in the businessin 2017 – namely, the commencement of specialisedsales at Ballymote Mart and the introduction of calf col-lection centres, all of which have performed strongly.Listening to the ever-changing needs and requirementsof our customers, online banking was successfully in-troduced during the year.

BOARD & TEAMI would like to take this opportunity to thank my fellowdirectors for their valued counsel and support to myself

and to the co-operative in 2017. I would like to particu-larly acknowledge the help and support of my vice-chairman, Raymond Barlow.

We are very fortunate to have a very strong team at Au-rivo, ably led by Aaron Forde. The commitment, dedi-cation and loyalty of the team is second to none. Thededication and hard work of our employees is criticaland I wish to thank everyone for their contribution tothe success of Aurivo in 2017. I would also ask for theircontinued support in making Engage 2022 as success-ful as possible over the coming five years.

BUSINESS OUTLOOKWe head into yet another year of potential volatilityand uncertainty. Brexit and the implications of sameremain a significant concern for the entire sector. Fromour perspective, we have a team in place that is activelymonitoring the situation and planning mitigation mea-sures. Ultimately, the sector needs our government toget the best possible deal for Irish food and agribusiness.

Aside from issues outside of our control, we have a realsense of renewed confidence for 2018 and beyond. Thisis a truly efficient and effective business that is deliver-ing for all its stakeholders. We have an ambitious planfor the future growth of the business, and the operationalplan to deliver that is now well underway.

Chairman’s Report

8 ANNUAL REPORT & ACCOUNTS 2017 9

Pat Duffy Chairman

OUR SUSTAINABILITY STORY

Accreditations:

10 ANNUAL REPORT & ACCOUNTS 2017 11 future farm

s | processes | communities

Future farms...

Future processes...

Future communities...

profitabi ityFarmprogramme

FarmProfitabilityProgramme...where farmerslearn fromeach other

ANNUAL AVERAGE SAVINGS:

15EVENTS

23DISCUSSION

GROUPS

7NEW FOCUS

FARMERS

Acquired BrainInjury Ireland

¤40kRAISED

FOR CHARITYOF THE YEAR

1BUSINESS IN THE

COMMUNITYPROJECT

23CLUBS/LOCAL

EVENTSin Easkey

secondary schoolsponsored

in 2017

ENERGYSAVINGS23houses worth of electricity

WASTERECYCLED= weight of 1.5 houses

WATER USAGEREDUCED BY

2

0%

AGRI BUSINESSHeavy fuel use

EMISSIONS SAVINGS

Olympic-sized swimmingpools

ISO 50001EnergyManagement

7,458= number of petrol cars

off the road in 1 year

signed up to Sustainable DairyAssurance Scheme (SDAS)100%

ORIGINGREENIreland

Futurefarms...

Futureprocesses...

Futurecommunities...

12 ANNUAL REPORT & ACCOUNTS 2017 13

In an ever-changing market place, it isgratifying to acknowledge that 2017 wasa significantly positive year for Aurivo. Itwas a year of achievement based on meet-

ing the needs and requirements of our membersand customers, and a year of carrying out thenecessary planning and development work toput in place the foundation blocks to ensurethe co-operative’s continued growth and suc-cess. With this in mind, we can reflect on apositive year for Aurivo and look forward withambition to continued success in 2018 and theyears ahead.As milk pricing drives much of the success of the co-operative, following on from a strong fourth quarterin 2016, Irish farm milk prices rebounded stronglyover the 12 months of 2017, thereby encouraging anincrease in milk production that allowed our suppliersto benefit from the recovering milk price in a staticcost environment.

Aurivo recorded a year-on-year increase of 8% in milkcollection for 2017, allowing suppliers to spread theircosts across a larger output volume and the co-opera-tive to avail of more milk for its consumer and dairyingredients businesses. A good year for ingredientmilk was also recorded with a growing global demandfor dairy products in Asia, the Middle East and WestAfrica in particular.

2017 will be remembered for historic butter pricesthat swept across the globe – a trebling of butter pricesover 14 months, but this has eased somewhat in early2018. The actual difference between the price of butterand skimmed milk powder was never so great as theywere in 2017. EU butter prices reached the historiclevel of €6,900/t in mid-September, driven by worldand EU demand in a context of supply scarcity. To-wards the end of 2017, we saw butter prices stabilisingat €5000/t. Pricing is balancing off, which is muchmore sustainable in the longer term, and this gives usa level of confidence for the medium to longer term.

Our new Fixed Milk Price Scheme (our third andstrongest) reaffirms our commitments to supportingmilk suppliers through the strong co-op performance.The scheme will have a significantly positive impacton suppliers. Introduced at the latter end of the yearto commence in January 2018, the scheme helps farm-

ers deal with volatility, offering them the opportunityto secure 10% of their milk supply for a 36-month pe-riod.

Severe weather conditions in the second half of theyear left farmers across Ireland dealing with a foddercrisis, with significant shortages in the West andNorth-West of the country. Aurivo Agribusiness hosteda number of targeted events and implemented inter-vention fodder purchase options and advice to farmersthroughout the region to overcome the difficult winter.These events also proved to be a very effective way ofconnecting with and adding value for farmers.

Having an efficient organisation that listens to andacts on the requirements of its members, suppliersand customers, is essential for driving success andachieving growth. To this end, Aurivo has devised afive-year strategic plan that serves as an operationalroadmap as to how we create value and deliver growthfor our members. The plan – that was developed in2017 and commenced in January – has an ambitionto make Aurivo one of the strongest member-ownedorganisations in the country. Called Engage 2022, the

plan will add value and drive growth through en-hanced engagement with all stakeholders.

To achieve the strategic objectives outlined in thisstrategy, Aurivo is committed to enhancing businessefficiencies through the four business pillars of Cus-tomer Focus, Innovation, Operational Excellence andour People.

Progress in 2017 under these strategic pillars is out-lined as follows:

CUSTOMER FOCUSEngaging with and listening to our customers, under-standing their needs and responding to them, remainsabsolutely central to our ongoing business develop-ment and allows us to provide quality, value-addedproducts and services. Our portfolio of dairy productsand milk quality and supply remain a core foundationof our success in this regard; acknowledged and re-warded through Aurivo’s accomplishments at the an-nual Milk Quality Awards, AHI’s Cellcheck and theKerrygold/NDC Quality Milk Awards.

As a truly global business, distributing in 50 marketsworldwide, Aurivo continued to expand its global ex-port dairy ingredients operations and customer basein the Middle East and West Africa.

As part of our international drive, Dairy Ingredientsparticipated in dairy nutrition R&D and investmentseminars in both Shanghai and Beijing. This Enter-prise Ireland event brought together the leading dairybusinesses in Ireland with Chinese government offi-cials, investors, dairy importers and dairy manufac-turers, to discuss joint business opportunities betweenIreland and China. In discussion with Chinese im-porters and nutritionists, Aurivo was able to establishwhere opportunities exist in this market and work isongoing with prospective customers.

Our Consumer Foods business enjoyed another yearof growth with an increase of sales across our milkand butter business. Total milk sales in ConsumerFoods increased by 8%. The year was a record one formilk processing, with 420 million litres of our farmers’milk processed into milk powders, butter and freshconsumer products.

Our milk brands, Connacht Gold and Donegal Cream-eries, performed well and continue to be supportedby our loyal customers in the West and North West.

As consumer trends continue to evolve and change,Aurivo continued to add to its product range, offeringto meet those consumer needs. To that end, ConsumerFoods introduced new additions and flavours to ourpopular protein milk range.

Investment in the Connacht Gold butter brand is reap-ing dividends, having has been listed at number 28in the Kantar Worldpanel Top 100 brands. In its fifthyear, the annual Brand Footprint Ireland ranking fromKantar Worldpanel measures which brands are beingbought by the most consumers the most often. Con-nacht Gold butter has moved up three places since2015. The brand was also listed as one of the ‘10Movers and Shakers’ in the report, coming in at num-ber three, identifying Connacht Gold as one of the 10fastest growing brands in the top 50. Operating in atough market, this is a great success and acknowl-edgement for the Connacht Gold brand.

Other marketing activations that took place through-out the year included a Connacht Gold presence at

Chief Executive’s Review An excellent year of positive andsustainable growth benefiting both our

member owners and the co-operative“”

>> continued overleaf

14 ANNUAL REPORT & ACCOUNTS 2017 15

Taste of Dublin, the development of the campaigns‘What’s in the Tub?’ and ‘Connacht Gold Hot CrossBun Day’, as well as the return of the highly successful‘Have It All’ Connacht customer loyalty event.

Our For Goodness Shakes business is now the 8thtop selling brand in its category, up from 10th in 2016.In November, the brand launched Protein & Oatsshake in two flavours, both available in a new 315mlbottle.

Feed sales continued to grow in our Agribusiness dur-ing 2017. Our team across the whole supply chainhave made huge efforts to grow our customer base,and as ever, we aim to provide these new customerswith robust professional advice in relation to their an-imal feed needs. This drive to grow our customer basewas assisted by the very successful launch of NutriasFeed across Donegal and Northern Ireland, a launchthat exceeded expectations. The year under reviewalso saw the launch of new products such as NutriasWeanling Crunch ATP, Gold Star milk replacer andGold Star Weanling Crunch.

Agribusiness tonnage continues to grow at recordrates, with 2017 tonnage 18% higher than 2016. Dueto this phenomenal growth, further investment wasmade in purchasing new trucks and trailers for ourmill transport fleet.

Our retail business, Homeland, continued its focus

on customer service excellence and invested in tar-geted marketing activity, including enhanced weekendpromotions, open weekends, specific gardening eventswith celebrity gardener, Dermot O’Neill. We were de-lighted to open a new Homeland store in Belmulletand invest in a newly renovated homeware departmentat Homeland Plus Sligo.

Aurivo marts recorded increased throughput of 3% forboth cattle and sheep in 2017. Cattle prices showed aslight increase on 2016 levels with sheep recording amarginal decline. Our marts business successfully in-troduced specialised dairy sales at its Ballymote Mart.The extended and enhanced sheep handling facilitiesat Ballymote Mart were a huge success, with sheepofferings increasing dramatically.

Chief Executive’s Review

>> continued from previous page

INNOVATIONWe regard innovation as the cornerstone of achievingall organic growth across all business areas. The yearunder review saw a range of innovations across theco-operative.

An extensive upgrade of our Dairy Ingredients facilityin Ballaghaderreen will see the creation of a modern,state-of-the art production facility that enables excitingnew product development and further positions theco-op to meet global demand and anticipated marketgrowth. With an increasing demand for enriched milkpowders and butter on the global market, the invest-ment programme over the next four years by Aurivowill work to meet these demands and grow our busi-ness even further through new product developmenton the global stage. The investment thus far has al-lowed us to increase milk supply by 8% to the end of2017. A €20 million investment in a new dryer forthe site is crucial to ensuring Engage 2022 becomesa reality.

A strong example of new product development wasthe launch, in conjunction with Ornua, in December2017, of a new brand of enriched milk powder in Nige-ria, called Forto. The powder is produced in Bal-

laghaderreen, by using milk supplied by the co-op’sdairy suppliers and is enriched with vitamins beforebeing exported and consumer packed in Ornua’s fa-cility in Nigeria. When it comes to exporting enrichedmilk power, Nigeria is Aurivo’s most significant mar-ket. The co-op is the exclusive supplier of Forto, whichwill be sold in Nigeria by Ornua as part of its con-sumer range.

Following our supplier survey in 2017, the co-operativecontinues to work with Finance Ireland to bring milkflex low cost finance to our dairy farmers.

>> continued overleaf

Robust strategic, financial and operationalplatforms provide a critical base for future

progression and enhanced value to our owners “”

16 ANNUAL REPORT & ACCOUNTS 2017 17

OPERATIONAL EXCELLENCEAurivo continued in 2017 to work with lean principlesand a philosophy of continuous improvement. Thishas delivered a range of improvements as our opera-tional costs across water, energy and waste continuedto reduce across all facets of the business.

The processing of increasing milk volumes is under-pinned by an efficient site-wide lean operational ex-cellence programme that is delivering improving ef-ficiencies. Record weekly tonnages of milk powderwere achieved during the peak weeks of 2017. Electri-cal, thermal and water efficiencies per tonne improvedby 6 %, 12% and 18 %, respectively.

We have received 100% participation in the OriginGreen Sustainable Dairy Assurance Scheme (SDAS)and we continue to work with suppliers to get 100%certified.

Our Farm Profitability Programme continued to doreally good work in 2017, supporting farm efficiencyand aiding knowledge transfer right across the NorthWest. 2017 marked the fourth year of the programmeand saw the completion of the first round of FocusFarms, where farmers have worked with Aurivo andTeagasc for three years and have made key incremen-tal changes to their farms, and have shared this knowl-edge within their local communities.

PEOPLEOur people are the backbone of Aurivo and are key toour continuing success. We are committed to devel-oping our team to their full potential to allow them tomake the maximum contribution in their roles. AllAurivo employees undergo an annual performancereview that aligns their goals and objectives with theoverall strategic goals and, where appropriate, definesa career path for each employee.

Developing the future leadership of the business is acore focus of the board and its leadership team. In itsfourth year, the Aurivo Leadership Development Pro-gramme continues to attract high calibre graduatesand employees, with potential and ambition to jointhe agri industry. 2017 saw the continuation of theprogramme, and a senior manager Aurivo Manage-ment Excellence Programme at UCD’s Michael Smur-

fit Graduate Business School was run during the year.

Two students – Sarah Burke from Sligo and ThomasWhyte from Longford – were the inaugural recipientsof Aurivo’s new scholarship programme. The scholar-ships were established in memory of Paddy Gaffneyand Sean Mulleady, who tragically died in our Long-ford store in 2013. Both Sarah and Thomas are study-ing Agricultural Science at University College Dublin.

During the year, Aurivo achieved certification to thebusiness improvement model, Excellence ThroughPeople (ETP). The business was one of only six toachieve the ETP Human Resource Standard.

The co-operative launched its inaugural WellnessWeek in October to promote the importance of healthand wellbeing amongst our employees. The week co-incided with World Mental Health Day and a rangeof activities took place across our sites, includingBreast Check lunch and learn demos; the Marie Keat-ing mobile unit on site with tips and advice aboutcancer prevention and early warning signs; a stepchallenge; and a ‘Mind Yourself’ wellbeing event inthe Aurivo auditorium with Niall Breslin from A Lustfor Life speaking about mental health, and nutritionistSarah Keogh on managing your mood with food.

There were 15 farm walks and workshops held in 2017with a particular focus on labour and land mobility.In addition, our new discussion group project withTeagasc was developed during the year to support the23 farmer discussion groups in the region.

Our people continue to do magnificent work for wor-thy causes. Acquired Brain Injury Ireland was selectedby Aurivo as its charity partner for 2017 and teams

from right across the business worked together toraise vital funds for the charity. I would like to extendmy thanks to all of those who both organised and par-took in events to raise these funds.

OUTLOOKWe progress as a business into 2018, where severalchallenges and opportunities exist. Fortunately, oilprices are increasing, which will support and enhancethe dairy industry as this dynamic typically drivesgrowth in global demand for dairy products in oil pro-ducing countries, which account for 30% of world dairytrade.

Clearly the industry will not have the benefit of histor-ically high butter prices that were seen in 2017. Wealso should be conscious of the current difficult condi-tions for powders due to lack of intervention in theyear, and legacy stocks.

Sustainability and carbon emissions are set to becomea bigger feature and focus for the business in 2018,with a farm sustainability programme measuring car-bon and ways this can be reduced, which will lead toenhanced farm profitability.

Brexit is a great uncertainty for the business. We con-tinually monitor the situation and are putting in place

plans through our Brexit team to ensure we are as readyas possible for the inevitable fall-out from Britain’s exitof the EU. We continue to urge the government to getthe best possible deal for Irish food and agri business.

On the back of what has been a very successful 2017,we look forward with some confidence to a positive2018. Milk supply growth continues in 2018 and weare continuously looking to be as efficient and sustain-able a business as possible. We have in place robuststrategic, financial and operational platforms that pro-vide Aurivo with a critical base for future progressionand enhanced value to our owners.

CONCLUSIONI want to thank the board for their support and guidanceduring the year, as well as our regional committees fortheir input. To the 650 colleagues who drive Aurivo’ssuccess every day, thank you for your commitment. Toour customers at home and in our 50 markets aroundthe globe, thank you for your support.

Chief Executive’s Review

Aaron FordeChief Executive

>> continued from previous page

18 ANNUAL REPORT & ACCOUNTS 2017 19

Aurivo has a portfolio of award-winning dairybrands, including Connacht Gold, the perfect,natural, nutritious choice for family mealtimes from breakfast through to supper!

Whilst Connacht Gold is rich in calcium, vitamins andminerals, it’s also full of flavour and taste. With ouraward-winning, deliciously creamy butters, bakingproducts and array of milks to satisfy all needs,Connacht Gold really does have something to suit the whole family.

OUR CORE VALUESAll of Aurivo’s Corporate Social Responsibility (CSR)activities are strategically aligned with a view to pos-itively contributing to our communities, our workplaceand the environment, while creating a valuable andsustainable business.

Our core values represent the fundamental beliefsthat direct us. We want everyone in the Aurivo teamto work together — and with our stakeholders — withthese values always at the forefront of our mind: Trust,Team, Value, and Will To Win.

AWARD-WINNING CSRAurivo was honoured to be awardedBest Corporate Social Responsibilitywinner at Sligo Business Awards 2017hosted by the Sligo Champion andSligo Leader. Aurivo was recognisedfor our charity, business and educa-tional initiatives and sponsorship con-tributions to the local communities weoperate in.

We are very proud of this achievementand many thanks to all our team who

have contributed to these great initia-tives.

EDUCATIONTwo students from UCD were the inaugural

recipients of Aurivo’s new scholarship pro-gramme. The scholarships were established inmemory of Paddy Gaffney and Sean Mulleadywho tragically died in our Longford store in 2013.

Sarah Burke from Co Sligo and Thomas Whyte fromCo Longford are both studying Agricultural Scienceat UCD and each received a €2,500 bursary as partof the scholarship.

BUSINESS IN THE COMMUNITYAurivo partnered once againwith Colaiste Iascaigh for theResponsible Business Net-work’s Skills at Work pro-gramme. The school-to-busi-ness partnership providessenior cycle students with aunique first-hand insight intothe world of work and encourages and practically sup-ports school completion rates. Over the course of theprogramme, some of our Aurivo team completed anumber of talks on the background of the Society, ADay in the Life networking sessions, as well as work-shops on personal development, CV preparation andmock interviews.

CHARITY OF THE YEARIn recent years, our co-operative has donated over€330,000 to charity. By choosing a Charity of theYear, our staff work together with our members, cus-tomers and the community to raise vital funds forvery worthy causes. This year, our colleagues are work-ing together to raise funds for Down Syndrome Ire-land.

HEALTH AND WELLBEINGAt Aurivo, we are always encouraging our team to getout and stay active, and we have a number of eventsand activities taking place throughout the year. Stay-ing active is crucial for looking after our wellbeingand that theme resonated strongly at Aurivo’s inau-gural Wellness Week.

To coincide with World Mental Health Day on October10, we hosted a free ‘MIND Yourself!’ event in the Au-rivo Auditorium at IT Sligo. Lust for Life co-founder,Niall Breslin, and Eat Well nutritionist, Sarah Keogh

were our keynote speakers and provided some foodfor thought about mental health and wellbeing.

Being well was the key theme of the week. The MarieKeating Foundation and Breast Cancer Ireland visitedsome of our sites for lunch and learns and breast checkdemonstrations, and we invited our employees to getmoving in a Step Challenge.

EXCELLENCE THROUGH PEOPLEAurivo is a progressive, fast-moving, growth drivenbusiness and an exciting place to work. Our employeesplay a vital role in advancing Aurivo’s vision of be-coming leaders in our chosen markets— regionally,nationally and internationally. Our goal is to create aculture that prioritises learning and development toensure employees are equipped with the right skillsfor their current roles and Aurivo’s future strategicneeds.

In 2017, Aurivo achieved certification to the businessimprovement model, Excellence Through People(ETP). Aurivo was one of only six businesses toachieve the ETP Human Resource Standard awardedby the National Standards Authority of Ireland (NSAI).

CORPORATE SOCIAL RESPONSIBILITY

WILL TO WIN

TEAMWe respect ourcolleagues andact as one Aurivo

We bring energyand passion to ourwork and alwaysaim to beat thecompetition

AURIVO VALUES

20 ANNUAL REPORT & ACCOUNTS 2017 21

TRUST

VALUE

We are reliableand transparentto deal with

We work to achievethe best outcomefor members,customers andemployees

Niall ‘Bressie’ Breslin speaking at Aurivo Wellness Week

22 ANNUAL REPORT & ACCOUNTS 2017 23

CSR HIGHLIGHTSCHARITY OF THE YEAR In recent years, our co-operativehas donated over €330,000 tocharity. By choosing a Charityof the Year, our staff worktogether with our members,customers and the communityto raise vital funds for veryworthy causes. This year, ourcolleagues are workingtogether to raise funds forDown Syndrome Ireland.

Charity ofthe Year

for Corporate Social Responsibility– Aurivo scoops award for best CSR #1

students mentored through our Business in theCommunity Skills @ Work partnership 20

good causes and funds supported financially 8

graduates going through our LeadershipDevelopment Programme 5

Lunch and Learn Breast Check demonstrations 3

sports events supported throughsponsorship by our Consumer Foods team 15

employees engaged in Aurivo’sinaugural Wellness Week 30%

presented to our 2017 Charity of theYear, Acquired Brain Injury Ireland€40k

education scholarships awarded in memoryof Paddy Gaffney and Sean Mulleady 2

sustainability manager appointed 1

24 ANNUAL REPORT & ACCOUNTS 2017 25

CORPORATE SOCIAL RESPONSIBILITY

Presentation of cheque to Acquired Brain Injury Ireland, Aurivo’s Charity of the Year 2017

Sligo Rovers U19 team sponsored by Connacht Gold

Aurivo employees who took part in the Streets of Sligo 5km in May 2017

Seán Henry receiving an award on behalf of Aurivo for ‘BestCSR Business in Sligo’ at the Sligo Business Awards 2017

Aurivo achieves NSAI Excellence Through Peoplecertification

26 ANNUAL REPORT & ACCOUNTS 2017 27

The 16 members of the Board of Directors as at 31 December 2017 are listed above and opposite, with theAdvisory Committees they represent shown in brackets.

Board of Directors

The members whose names are preceded by an asterisk (*) retire in accordance with Rule 48(D) and are subjectto re-election subject to Rules 47(B), 48(E), 48(G) and 49.

1 2 3

6 7 8

4 5

1. Pat Duffy, Chairman (Midlands)2. Raymond Barlow Vice-Chairman (BKR)3. Frank Butler (KMC)4. Kevin Callanan (Suck Valley)5. Tom Cunniffe (Castlebar)6. Jim Egan (Claremorris)7. Martin Gallagher (Rathscanlon)8. *Cathal Garvey (South Mayo/North Galway)

9 10 11

14 15 16

12 13

9. *Padraig Gibbons (West Mayo)10. Gerry Mullaney (Ballymote/Gurteen/ Kilmactranny)11. James McCarrick (Achonry)12. *Robert Hosey (Employees)13. Billy McMahon (Donegal)14. *Tommy Shryane (Mid-West)15. Sean Sweeney (Killala/Moyvalley)16. Tommy Joe Tuffy (Tireragh)

28 ANNUAL REPORT & ACCOUNTS 2017 29

OTHER COMMITTEESThe Society operates a number of other sub-committees in order to assist the review andoperations of divisional activities and particularfunctions.

These include:

✦ Agri Business✦ Dairy✦ Marts ✦ Remuneration✦ Rules/Membership

All Board members sit on at least one sub-committeeof the Board. The Chairman and Vice-Chairman of theSociety sit on all the sub-committees of the Board. TheSecretary of the Society acts as Secretary to each ofthese committees.

The Board has an established committee structure inorder to assist it in the discharge of its responsibilitieson a number of specific matters as it is committed tomaintaining high standards of corporate governance.The committees are detailed below.

AUDIT COMMITTEEThe Audit Committee comprises Cathal Garvey(Chairman), Pat Duffy, Raymond Barlow, KevinCallanan, Gerry Mullaney and Sean Sweeney. TheChief Executive, the Chief Financial Officer, SeniorManagement and representatives of the externalauditors may be invited to attend all or part of anymeeting.

The role and responsibilities of the Audit Committeeinclude:

✔ Reviewing the annual financial statements beforesubmission to the Board, with a recommendationwhether or not to approve. This review focuses on butis not limited to, monitoring the integrity of thefinancial statements of the Society and reviewingsignificant financial reporting judgements containedtherein.

✔ Considering and making recommendations to theboard in relation to the appointment, re-appointmentand removal of the external auditors, and the terms ofengagement of the external auditors.

✔ Reviewing the external audit plan and the findingsfrom the audit of the financial statements.

✔ Assessing annually the independence of theexternal auditors, which includes monitoring thenature and extent of services provided by the externalauditors to the Society.

✔ Monitoring and reviewing the operation andeffectiveness of the internal audit function andprogress on resolving any weaknesses identified inaccounting systems or controls.

✔ Reporting to the Board on the operation of thesociety’s system of internal control and riskmanagement, making any recommendations to theBoard thereon.

✔ Reviewing the arrangements in place to ensure thatappropriate investigation and follow up action is takenon any concerns raised about possible improprietiesin financial reporting or other matters.

✔ Reviewing its own effectiveness as a committee andmaking any necessary recommendations for changeto the Board.

EXTERNAL AUDITExternal audit services is provided to the Society byKPMG. KPMG provides the Audit Committee withexternal audit reports on the Society’s financialrecords. The Audit Committee reviews and monitorsthe external auditors’ independence and performance,and effectiveness of audit process.

INTERNAL AUDITInternal audit is an important function of the Society.The Internal Audit plan is presented to and approvedby the audit committee. The results, recommenda-tions and significant findings of Internal Audit are re-ported to the Audit Committee. The Audit Committeereviewed the performance of the internal audit func-tion in terms of adequacy of internal control systemsand frequency of audits. The audit committee ap-proved the internal audit plan and reviewed the find-ings from the 2017 Internal Audit programme.Internal Audit reports directly to the Audit Committeeand CEO, thereby ensuring its independence and ob-jectivity.

CONFIDENTIAL HOTLINE AND FRAUDThe Society introduced a confidential hotline in late2015. This is operated by an independent third party.It allows employees to report any concerns they mayhave regarding dishonest, unsafe or unethicalbehaviour. All concerns raised through this hotlineand the results of any investigation that may takeplace are reported to the Audit Committee.

RISK MANAGEMENT AND CONTROLThe Society has established a risk managementprocess to ensure effective and timely identification,reporting and management of key risks. This processtakes the form of risk registers for each business unit.These are used as a means of assessing, planning andtracking the mitigation of key risks that the Societycould be exposed to. The 2017 risk registers werereviewed by the Audit Committee.

Board Committees Board Committees (continued)

Other Information

Registered Office: Aurivo House, Finisklin Business Park, Sligo

Bankers: Bank of Ireland, AIB Bank, Ulster Bank

Solicitors: Rochford Gallagher & Co, Tubbercurry, Co Sligo McCann Fitzgerald, Riverside One, Sir John Rogerson’s Quay, Dublin 2

Auditor: KPMG, Chartered Accountants, 1 Stokes Place, St. Stephen’s Green, Dublin 2

30 ANNUAL REPORT & ACCOUNTS 2017 31

Directors’ Responsibilities Statement

Aaron FordeChief Executive

Pat Duffy Chairman

The directors are responsible for preparing the financial statements in accordance with applicable law andregulations.

The Industrial and Provident Societies Acts 1893 to 2014 requires the directors to prepare financial statements foreach financial year. Under that law they have elected to prepare the financial statements in accordance with FRS102 The Financial Reporting Standard applicable in the UK and Republic of Ireland and applicable law.

The Society’s financial statements are required by law to give a true and fair view of the state of affairs of the Societyand of its profit or loss for that year. In preparing the financial statements, the directors are required to:

● select suitable accounting policies and then apply them consistently;● make judgements and estimates that are reasonable and prudent;● state whether they have been prepared in accordance with FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland; and● prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Society will continue in business.

The directors are responsible for keeping adequate accounting records which enable them to prepare financialstatements of the Society in accordance with the requirements of the Industrial and Provident Societies Act 1893to 2014. They have general responsibility for taking such steps as are reasonably open to them to safeguard theassets of the Society and to prevent and detect fraud and other irregularities. The directors are also responsible forpreparing the Annual Report that complies with the requirements of the Industrial and Provident Societies Act1893 to 2014.

The directors are responsible for the maintenance and integrity of the corporate and financial information includedon the Society's website. Legislation in the Republic of Ireland governing the preparation and dissemination offinancial statements may differ from legislation in other jurisdictions.

On behalf of the board:

Executive Team

2 3 4

5 6 7

1

1. Aaron Forde, Chief Executive

2. Donal Tierney, Chief Financial Officer

3. Tomas McHale, Company Secretary/ Legal Counsel

4. Lydia Mahon, Head of Human Resources & Communications

5. Stephen Blewitt, General Manager, Agribusiness

6. Eoghan Sweeney, General Manager, Dairy

7. Martin Walsh, General Manager, Marts

32 ANNUAL REPORT & ACCOUNTS 2017 33

Independent Auditor’s Report to the Members of Aurivo Co-operative Society Limited

Independent Auditor’s Report to the Members of Aurivo Co-operative Society Limited (continued)

1. REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTSOpinion We have audited the Group consolidated financial state-ments (“financial statements”) of Aurivo Co-operative So-ciety Limited (‘the Society’) for the year ended 31 December2017 set out on pages 34 to 66, which comprise the consol-idated profit and loss account, consolidated other compre-hensive income, consolidated balance sheet, consolidatedstatement of changes in equity, consolidated cash flowstatement and related notes, including the summary of sig-nificant accounting policies set out in Note 1. The financialreporting framework that has been applied in their prepa-ration is Irish Law and FRS 102 The Financial ReportingStandard applicable in the UK and Republic of Ireland. Ouraudit was conducted in accordance with International Stan-dards on Auditing (Ireland) (ISAs (Ireland)).

In our opinion, the accompanying financial statements:

● give a true and fair view of the state of affairs of the Society as at 31 December 2017 and of its profit for the year then ended; and● have been properly prepared in accordance with FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland

Basis for opinionWe conducted our audit in accordance with InternationalStandards on Auditing (Ireland) (ISAs (Ireland)) and appli-cable law. Our responsibilities under those standards arefurther described in the Auditor's Responsibilities for theAudit of the Financial Statements section of our report. Weare independent of the Society in accordance with ethicalrequirements that are relevant to our audit of financialstatements in Ireland, including the Ethical Standard issuedby the Irish Auditing and Accounting Supervisory Author-ity (IAASA), and we have fulfilled our other ethical respon-sibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is suf-ficient and appropriate to provide a basis for our opinion.

We have nothing to report on going concernWe are required to report to you if we have concluded thatthe use of the going concern basis of accounting is inap-propriate or there is an undisclosed material uncertaintythat may cast significant doubt over the use of that basisfor a period of at least twelve months from the date of ap-proval of the financial statements. We have nothing to re-port in these respects.

Other informationThe directors are responsible for the other information pre-sented in the financial statements. The other informationcomprises information other than the financial statementsand our auditor’s report thereon. Our opinion on the finan-cial statements does not cover the other information and,accordingly, we do not express an audit opinion or, exceptas explicitly stated below, any form of assurance conclusionthereon.

Our responsibility is to read the other information and, indoing so, consider whether, based on our financial state-ments audit work, the information therein is materially mis-stated or inconsistent with the financial statements or ouraudit knowledge. Based solely on that work we have notidentified material misstatements in the other information.

Our conclusions on the other matter on which weare required to report by the Industrial andProvident Societies Act 1893 is set out belowAs required by section 13(2) of the Industrial and ProvidentSocieties Act 1893, we examined the balance sheets show-ing the receipts and expenditure, fund and effects of the so-ciety, and verified the same with the books, deeds,documents, accounts and vouchers relating thereto, andfound them to be correct, duly vouched, and in accordancewith law.

Matters on which we are required to report byexceptionISAs (Ireland) require that we report to you if, based on theknowledge we acquired during our audit, we have identifiedinformation in the annual report that contains a materialinconsistency with either that knowledge or the financialstatements, a material misstatement of fact, or that is oth-erwise misleading.

2. RESPECTIVE RESPONSIBILITIES AND RESTRICTIONS ON USEResponsibilities of directors for the financialstatementsAs explained more fully in the directors’ responsibilitiesstatement set on page 31, the directors are responsible forthe preparation of the financial statements and for beingsatisfied that they give a true and fair view, and for such in-ternal control as they determine is necessary to enable thepreparation of financial statements that are free from ma-terial misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are re-sponsible for assessing the Society’s ability to continue asa going concern, disclosing, as applicable, matters relatedto going concern and using the going concern basis of ac-counting unless management either intends to liquidatethe Society or to cease operations, or has no realistic alter-native 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, andto issue an auditor's report that includes our opinion. Rea-sonable assurance is a high level of assurance, but is not aguarantee that an audit conducted in accordance with ISAs(Ireland) will always detect a material misstatement whenit exists. Misstatements can arise from fraud or error andare considered material if, individually or in the aggregate,they could reasonably be expected to influence the eco-nomic decisions of users taken on the basis of these finan-cial statements.

A fuller description of our responsibilities is provided onIAASA’s website at:

https://bit.ly/2uD6mOn

The purpose of our audit work and to whom we oweour responsibilitiesOur report is made solely to the Society’s members, as abody. Our audit work has been undertaken so that wemight state to the Society’s members those matters we arerequired to state to them in an auditor’s report and for noother purpose. To the fullest extent permitted by law, wedo not accept or assume responsibility to anyone other thanthe Society and the Society’s members as a body, for ouraudit work, for this report, or for the opinions we haveformed.

Roger Gillespie

For and on behalf of KPMGChartered Accountants, Statutory Audit Firm1 Stokes PlaceSt. Stephen’s GreenDublin 2

16 March 2018

Consolidated Other Comprehensive IncomeFor the year ended 31 December 2017

2017 2016 €(000) €(000)

Profit for the year 7,014 10,771 Other comprehensive income Foreign exchange differences on translation of foreign operations (460) (1,282)Re-measurement of the net defined benefit liability 1,472 (2,008)Effective portion of changes in fair value of cash flow hedges – continuing operations 118 (237)Effective portion of changes in fair value of cash flow hedges– discontinued operations - (906)

Other comprehensive income/(loss), net of income tax 1,130 (4,433) Total comprehensive income for the year 8,144 6,338 Attributable to: Shareholders of the Parent Society 8,147 5,609Minority interests (3) 729 Total comprehensive income for the year 8,144 6,338

Aaron FordeChief Executive

Pat Duffy Chairman

34 ANNUAL REPORT & ACCOUNTS 2017 35

Consolidated Profit and Loss AccountFor the year ended 31 December 2017

Notes 2017 2016 2016 2016 €(000) €(000) €(000) €(000) Continuing Continuing Discontinued Total operations operations operations

Turnover 2 426,427 366,231 24,805 391,036Cost of sales (346,660) (288,656) (15,087) (303,743) Gross profit 79,767 77,575 9,718 87,293Operating expenses 3 (75,949) (76,249) (7,840) (84,089)Other operating income 5 86 361 - 361

Group operating profitbefore exceptional items 3,904 1,687 1,878 3,565

Exceptional items 6 5,659 760 8,103 8,863

Group operating profit after exceptional items 9,563 2,447 9,981 12,428

Group’s share of profit/(loss) in:– Associated undertakings 13(i) 240 162 - 162– Joint ventures 13(ii) (37) 82 - 82 Total operating profit 9,766 2,691 9,981 12,672

Net fair value movement on: – Quoted investments 13(iii) (2,149) (1,857) - (1,857)– Investment properties 12 - 435 - 435Income from other financial assets 7 134 195 - 195Net interest payable and similar charges 8 (1,024) (1,346) 16 (1,330) Profit before taxation 6,727 118 9,997 10,115Taxation 9 287 656 - 656 Profit for the financial year 7,014 774 9,997 10,771

Attributable to: Shareholders of the Parent Society 24 7,017 9,767Minority interests (3) 1,004

Total profit 7,014 10,771

Aaron FordeChief Executive

Pat Duffy Chairman

36 ANNUAL REPORT & ACCOUNTS 2017 37

Consolidated Statement of Changes in EquityFor the year ended 31 December 2016

Calle

d up

Shar

eCa

pita

l€(

000)

Eq

uity

Rese

rve

€(00

0)

Capi

tal

Rese

rve

€(00

0)

Bonu

sRe

serv

e€(00

0)

Cash

flow

He

dgin

gRe

serv

e€(

000)

Prof

it an

d Lo

ss

Acco

unt

€(00

0)

Tota

lSh

are-

hold

erEq

uity

€(00

0)

Min

ority

Inte

rest

s€(00

0)

Tota

lEq

uity

€(00

0)

Bala

nce a

t 1 Ja

nuar

y 2016

11

,235

293

3

,144

328

1

,129

33,59

6

4

9,72

5

7,11

5

56

,840

Tota

l com

preh

ensi

ve in

com

e for

the p

erio

d:

Pr

ofit

for t

he y

ear

-

-

-

-

-

9,76

7

9,76

7

1,0

04

10,771

Oth

er c

ompr

ehen

sive

inco

me

-

-

-

-

(1,1

43)

(3,015

)

(4

,158)

(27

5)

(4

,433

)

Tota

l com

preh

ensi

ve in

com

e fo

r the

per

iod

-

-

-

-

(1,1

43)

6,75

2

5,6

09

729

6,33

8

Tr

ansa

ctio

ns w

ith o

wner

s, re

cord

ed d

irect

ly in

equi

ty:

Shar

e ap

plic

atio

ns

72

-

-

-

-

-

72

-

72

Rede

mpt

ion

of sh

ares

(2

49)

-

-

-

-

-

(249

)

-

(24

9)

Shar

es is

sued

out

of e

quity

rese

rve

170

(170)

-

-

-

-

-

-

-

Fund

s rec

eive

d to

equ

ity re

serv

e

-

176

-

-

-

-

176

-

176

Issu

e of

bon

us sh

ares

138

-

-

(138)

-

-

-

-

-

Tran

sfer

from

reve

nue

rese

rves

to b

onus

rese

rve

-

-

-

150

-

(150

)

-

-

-

Shar

es is

sued

in li

eu o

f div

iden

ds

31

-

-

-

-

-

31

-

31

Div

iden

ds

-

-

-

-

-

(225

)

(225

)

(1

,860

)

(2,08

5)

Dis

posa

l of m

inor

ity in

tere

st

-

-

(1,2

85)

-

-

1,2

85

-

(5,833

)

(5,83

3)

To

tal c

ontri

butio

ns b

y an

d di

strib

utio

ns to

ow

ners

16

2

6

(1,2

85)

12

-

910

(19

5)

(7,6

93)

(7,8

88)

Bala

nce a

t 31 D

ecem

ber 2

016

11

,397

299

1

,859

340

(14

)

41,2

58

55

,139

151

55,29

0

Aaron FordeChief Executive

Pat Duffy Chairman

Consolidated Balance SheetAs at 31 December 2017

Notes 2017 2016 €(000) €(000)

Fixed assets Goodwill 10 25,964 28,033Other intangibles 10 13,907 15,331

39,871 43,364 Tangible assets 11 21,566 20,419Investment properties 12 3,147 4,326Financial assets

Investment in associate 13(i) 552 407Investment in joint venture 13(ii) 241 278Other investments 13(iii) 12,499 15,020

77,876 83,814 Current assets Stocks 14 16,793 15,865Debtors 15 45,690 36,520Cash at bank and in hand 16 14,765 10,685

Total current assets 77,248 63,070 Creditors: amounts falling due within one year 17 (65,078) (55,608) Net current assets 12,170 7,462 Total assets less current liabilities 90,046 91,276 Creditors: amounts falling due after more than one year 18 (14,134) (20,796)Retirement benefit obligations 29 (5,534) (7,487)Provision for liabilities 20 (6,211) (7,385)Capital grants 21 (281) (318)

Net assets including net retirement benefit obligations 63,886 55,290

Capital and reserves Called up share capital 22 11,533 11,397Equity reserve 973 299Capital reserve 1,859 1,859Bonus reserve 361 340Cash flow hedging reserve 30 104 (14)Profit and loss account 24 48,908 41,258

Equity attributable to the Parent Society’s shareholders 63,738 55,139

Minority interests 148 151

Equity 63,886 55,290

38 ANNUAL REPORT & ACCOUNTS 2017 39

Consolidated Cash Flow StatementFor the year ended 31 December 2017

Notes 2017 2016 €(000) €(000)

Net cash from operating activities 25 5,337 7,419

Cash flows from investing activities: Dividends received 290 305Acquisition of a business (net of cash acquired) - (26,018)Acquisition of tangible assets (3,912) (3,286)Insurance proceeds received 5,490 -Acquisition of other intangible assets - (22)Sale of tangible fixed assets 49 554Sale of financial assets 880 20,170Sale of investment properties 1,265 -Loan stock redeemed 13(iii) 303 225Investment redeemed 13(iii) 69 67

Net cash from investing activities 4,434 (8,005)

Cash flows from financing activities: Net proceeds from the issue/(redemption) of share capital 635 (1)Grant received - 8Proceeds from new loan - 12,811Repayment of borrowings (6,143) (14,724)Dividends paid (183) (2,054)

Net cash from financing activities (5,691) (3,960)

Net increase/(decrease) in cash and cash equivalents 4,080 (4,546)Cash outflow on disposal of subsidiary - (7,626)Cash and cash equivalents at 1 January 10,685 22,857

Cash and cash equivalents at 31 December 14,765 10,685

Consolidated Statement of Changes in EquityFor the year ended 31 December 2017

Calle

d up

Shar

eCa

pita

l€(00

0)

Eq

uity

Rese

rve

€(00

0)

Capi

tal

Rese

rve

€(00

0)

Bonu

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0)

Cash

flow

He

dgin

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e€(

000)

Prof

it an

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ss

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unt

€(00

0)

Tota

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are-

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€(00

0)

Min

ority

Inte

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s€(

000)

Tota

lEq

uity

€(00

0)

Bala

nce a

t 1 Ja

nuar

y 2017

11

,397

299

1

,859

340

(14

)

41,2

58

55

,139

151

55,29

0

To

tal c

ompr

ehen

sive

inco

me f

or th

e per

iod:

Prof

it fo

r the

yea

r

-

-

-

-

-

7,01

7

7,01

7

(3)

7,0

14O

ther

com

preh

ensi

ve (l

oss)

/inc

ome

-

-

-

-

118

1

,012

1

,130

-

1,1

30

Tota

l com

preh

ensi

ve in

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e fo

r the

per

iod

-

-

-

-

118

8

,029

8

,147

(3

)

8

,144

Tran

sact

ions

with

own

ers,

reco

rded

dire

ctly

in eq

uity

:

Shar

e ap

plic

atio

ns

35

-

-

-

-

-

35

-

35

Rede

mpt

ion

of sh

ares

(132)

-

-

-

-

-

(132

)

-

(132

)

Shar

es is

sued

out

of e

quity

rese

rve

58

(58)

-

-

-

-

-

-

-

Fund

s rec

eive

d to

equ

ity re

serv

e

-

732

-

-

-

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732

-

73

2

Issu

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bon

us sh

ares

129

-

-

(129

)

-

-

-

-

-

Tran

sfer

from

reve

nue

rese

rves

to b

onus

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rve

-

-

-

150

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(150

)

-

-

-

Shar

es is

sued

in li

eu o

f div

iden

ds

46

-

-

-

-

-

46

-

4

6

Div

iden

ds

-

-

-

-

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(229

)

(229

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-

(22

9)

Tota

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tribu

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by

and

dist

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ions

to o

wne

rs

136

674

-

21

-

(379

)

45

2

-

45

2

Ba

lanc

e at 3

1 Dec

embe

r 2017

11

,533

973

1

,859

361

104

48,90

8

6

3,73

8

14

8

63

,886

40 ANNUAL REPORT & ACCOUNTS 2017 41

(d) Foreign currencyTransactions in foreign currencies are translated toeach entity’s functional currency at the foreign ex-change rate ruling at the date of the transaction.

Monetary assets and liabilities denominatedin foreign currencies at the balance sheet dateare retranslated to the functional currency atthe foreign exchange rate ruling at that date.Non-monetary assets and liabilities that aremeasured in terms of historical cost in a for-eign currency are translated using the ex-change rate at the date of the transaction

Foreign exchange differences arising on translationare recognised in the profit and loss account exceptfor differences arising on the retranslation of qualify-ing cash flow hedges and items which are fair valuedwith changes taken to other comprehensive income,which are recognised in other comprehensive income.

The assets and liabilities of foreign operations, includ-ing goodwill and fair value adjustments arising onconsolidation, are translated to the Group’s presenta-tional currency, Euro, at foreign exchange rates rulingat the balance sheet date. The revenues and expensesof foreign operations are translated at an average ratefor the year where this rate approximates to the for-eign exchange rates ruling at the dates of the transac-tions. Foreign exchange differences arising onretranslation are recognised in other comprehensiveincome.

The closing rate used for Euro/GBP at 31 December2017 was 0.88723 (2016: 0.85618).

The average rate used for Euro/GBP transactions for2017 was 0.87667 (2016: 0.81948).

(e) Classification of financial instruments issuedby the GroupFinancial instruments issued by the group are treatedas equity only to the extent that they meet the follow-ing two conditions:

They include no contractual obligations uponthe Group to deliver cash or other financial as-sets or to exchange financial assets or finan-cial liabilities with another party underconditions that are potentially unfavourableto the group; and

Where the instrument will or may be settledin the Society’s own equity instruments, it iseither a non-derivative that includes no obli-gation to deliver a variable number of the So-ciety’s own equity instruments or is aderivative that will be settled by the Societyexchanging a fixed amount of cash or other fi-nancial assets for a fixed number of its ownequity instruments.

To the extent that this definition is not met, the pro-ceeds of issue are classified as a financial liability.

(f) Basic financial instrumentsTrade and other debtors/creditorsTrade and other debtors are recognised initially attransaction price plus attributable transaction costs.Trade and other creditors are recognised initially attransaction price less attributable transaction costs.Subsequent to initial recognition they are measuredat amortised cost using the effective interest method,less any impairment losses in the case of tradedebtors. If the arrangement constitutes a financingtransaction, for example if payment is deferred be-yond normal business terms, then it is measured at thepresent value of future payments discounted at a mar-ket rate of interest for a similar debt instrument.

Convertible loan stockConvertible loan stock has been issued by Ornua Co-operative Limited (“Ornua”) to the Society. The allo-cation of convertible loan stock is based on the levelof trading with Ornua. The loan stock is convertibleinto cash over a six-year period which starts five yearsfrom the date of issue.

Interest bearing borrowingsInterest-bearing borrowings are recognised initiallyat fair value less attributable transaction costs. Subse-quent to initial recognition, interest-bearing borrow-ings are stated at amortised cost using the effectiveinterest method, less any impairment losses.

Investments in sharesInvestments in ordinary shares are measured initiallyat transaction price less attributable transactionscosts. Subsequent to initial recognition investmentsthat can be measured reliably are measured at fairvalue with changes recognised in profit or loss. Other

1. ACCOUNTING POLICIES (continued)

(b)

(a)

NOTES TO THE FINANCIAL STATEMENTS

1. ACCOUNTING POLICIES

Aurivo Co-operative Society Limited (the “Society”) isa co-operative society limited by shares and incorpo-rated and domiciled in Ireland. The address of its reg-istered office is Aurivo House, Finisklin Business Park,Sligo, Co. Sligo.

These Group financial statements were prepared inaccordance with Financial Reporting Standard 102The Financial Reporting Standard applicable in theUK and Republic of Ireland (“FRS 102”) as issued inAugust 2014. The amendments to FRS 102 issued inJuly 2015 and effective for financial years commenc-ing 1 January 2015, have also been applied.

The presentation currency of these financial state-ments is Euro. All amounts in the financial statementhave been rounded to the nearest €1,000.

The holding undertaking is included in the consoli-dated financial statements, and is considered to be aqualifying entity under FRS 102 paragraphs 1.8 to 1.12.The following exemptions available under FRS 102 inrespect of certain disclosures for the holding under-taking financial statements have been applied.

The reconciliation of the number of sharesoutstanding from the beginning to end of theperiod has not been included a second time.

No separate holding undertaking Cash FlowStatement with related notes is included; and

Key Management Personnel compensationhas not been included a second time.

The accounting policies set out below have, unlessotherwise stated, been applied consistently to all pe-riods presented in these financial statements.

Judgements made by the directors, in the applicationof these accounting policies that have significant ef-fect on the financial statements and estimates with asignificant risk of material adjustment in the next yearare discussed in Note 31.

(a) Measurement convention The financial statements are prepared on the histori-cal cost basis except that the following assets and lia-bilities are stated at their fair value: derivativefinancial instruments, quoted instruments and invest-ment property.

(b) Going concernAfter making enquiries and considering the outlookreferred to in the Chairman’s Statement, the Chief Ex-ecutive’s Review, and Note 19, the Directors have a rea-sonable expectation that the Group has adequateresources to continue in operational existence for theforeseeable future. The Group therefore continues toadopt the going concern basis in preparing its consol-idated Financial Statements.

(c) Basis of consolidationThe consolidated financial statements include the fi-nancial statements of the Society and its subsidiaryundertakings made up to the reporting date. A sub-sidiary is an entity that is controlled by the holdingundertaking. The results of subsidiary undertakingsare included in the consolidated profit and loss ac-count for the date that control commences until thedate that control ceases. Control is established whenthe Society has the power to govern the operating andfinancial policies of an entity so as to obtain benefitsfrom its activities. In assessing control, the Grouptakes into consideration potential voting rights thatare currently exercisable.An associate is an entity in which the Group has sig-nificant influence, but not control, over the operatingand financial policies of the entity. Significance influ-ence is presumed to exist when the investors hold be-tween 20% and 50% of the equity voting rights.A joint venture is a contractual arrangement under-taking in which the Group exercise joint control overthe operating and financial policies of the entity.Where the joint venture is carried out through an en-tity, it is treated as a jointly controlled entity. TheGroup’s share of the profits and losses of associatesand of jointly controlled entities are included in theconsolidated profit and loss account and its interestin their net assets is recorded on the balance sheetusing the equity method.There is no requirement under the Industrial andProvident Society Acts 1893 to 2014 for the Society topresent its own profit and loss account.

42 ANNUAL REPORT & ACCOUNTS 2017 43

directly attributable transaction costs; lessthe net recognised amount (generally fairvalue) of the identifiable assets acquired andliabilities and contingent liabilities assumed.

When the excess is negative, this is recognised andseparately disclosed on the face of the balance sheetas negative goodwill.

Consideration which is contingent on future events isrecognised based on the estimated amount if the con-tingent consideration is probable and can be mea-sured reliably. Any subsequent changes to the amountare treated as an adjustment to the cost of the acqui-sition.

(j) Intangible assetsGoodwillGoodwill is stated at cost less any accumulated amor-tisation and accumulated impairment losses. Good-will is allocated to cash-generating units or group ofcash-generating units that are expected to benefitfrom the synergies of the business combination fromwhich it arose.

Research and developmentResearch and development expenditure is written offin the year in which it is incurred.

Other intangible assetsExpenditure on internally generated goodwill andbrands is recognised in the profit and loss account asan expense as incurred.

Other intangible assets that are acquired by the entityare stated at cost less accumulated amortisation andless accumulated impairment losses.

The cost of an intangible asset acquired in a businesscombination is its fair value at the acquisition date.

AmortisationAmortisation is charged to the profit or loss on astraight-line basis over the estimated useful lives ofintangible assets. Intangible assets are amortisedfrom the date they are available for use. The estimateduseful lives are as follows:

YearsGoodwill 20/25 Brands 25Customer relationships 12Computer software 3

The basis for the useful lives of intangible assets is theperiod of expected benefit attributable to the businesscombination from which they arose. Goodwill has noresidual value.

(k) Government grantsThe Group has adopted the accrual method of ac-counting for government grants and included themwithin accruals and deferred income in the balancesheet and credit them to the profit and loss accountover the expected useful lives of the assets to whichthey relate or in periods in which the related costs areincurred.

(l) Investment propertyInvestment properties are properties which are heldeither to earn rental income or for capital appreciationor for both. Investment properties are recognised ini-tially at fair value. Any subsequent gain or loss arisingfrom a change in fair value is recognised in profit orloss.

(m) StocksStocks are stated at the lower of cost and estimatedselling price less costs to complete and sell. Cost isbased on the first-in first-out principle and includesexpenditure incurred in acquiring the stocks, produc-tion or conversion costs and other costs in bringingthem to their existing location and condition. In the case of manufactured stocks and work inprogress, cost includes an appropriate share of over-heads based on normal operating capacity.

(n) ImpairmentFinancial assets (including trade and other debtors)A financial asset is impaired if objective evidence in-dicates that a loss event has occurred after the initialrecognition of the asset, and that the loss event had anegative effect on the estimated future cash flows ofthat asset that can be estimated reliable. This assess-ment is made at each reporting date. An impairment

1. ACCOUNTING POLICIES (continued)

investments are measured at cost less impairment inprofit or loss. Refer further to Note 13(iii).

Cash and cash equivalentsCash and cash equivalents comprise cash balancesand call deposits. Restricted cash comprises cash heldon behalf of members awaiting investment.

(g) Other financial instrumentsOther financial instruments are recognised initially atfair value. Subsequent to initial recognition other fi-nancial instruments are measured at fair value withchanges recognised in profit or loss except that hedg-ing instruments in a designated hedging relationshipshall be recognised as set out below.

Derivative financial instrumentsDerivative financial instruments are recognised at fairvalue. The gain or loss on re-measurement to fairvalue is recognised immediately in profit or loss. How-ever, where derivatives qualify for hedge accounting,recognition of any resultant gain or loss depends onthe nature of the item being hedged (see below).

Cash flow hedgesWhere a derivative financial instrument is designatedas a hedge of the variability in cash flows of a recog-nised asset or liability, or a highly probable forecasttransaction, the effective part of any gain or loss onthe derivative financial instrument is recognised di-rectly in Other Comprehensive Income (OCI). Any in-effective portion of the hedge is recognisedimmediately in profit or loss.

For cash flow hedges, where the forecast transactionsresulted in the recognition of a non-financial asset ornon-financial liability, the hedging gain or loss recog-nised in OCI is included in the initial cost or other car-rying amount of the asset or liability. Alternativelywhen the hedged item is recognised in profit or lossthe hedging gain or loss is reclassified to profit or loss.When a hedging instrument expires or is sold, termi-nated or exercised, or the Society discontinues desig-nation of the hedge relationship but the hedgedforecast transaction is still expected to occur, the cu-mulative gain or loss at that point remains in equityand is recognised in accordance with the above policywhen the transaction occurs. If the hedged transactionis no longer expected to take place, the cumulative un-

realised gain or loss recognised in equity is recog-nised in the income statement immediately.

(h) Tangible fixed assetsTangible fixed assets are stated at cost less accumu-lated depreciation and accumulated impairmentlosses.

Where parts of an item of tangible fixed assets havedifferent useful lives, they are accounted for as sepa-rate items of tangible fixed assets, for example, landis treated separately from buildings.

The Society assesses at each reporting date whethertangible fixed assets (including those leased under afinance lease) are impaired.

Depreciation is charged to the profit and loss accounton a straight-line basis over the estimated useful livesof each part of an item or tangible fixed assets. Leasedassets are depreciated over the shorter of the leaseterm and their useful lives. Land is not depreciated.The estimated useful lives are as follows.

YearsBuildings 20 Plant, Machinery & Equipment 3-10Motor Vehicles 4-5Computers 3

Depreciation methods, useful lives and residual val-ues are reviewed if there is an indication of a signifi-cant change since the last annual reporting date in thepattern by which the company expects to consume anasset’s future economic benefits.

(i) Business combinationsBusiness combinations are accounted for using thepurchase method as at the acquisition date, which isthe date on which control is transferred to the com-pany.

At the acquisition date, the company recognises good-will as:

the fair value of the consideration (excludingcontingent consideration) transferred; plus estimated amount of contingent considera-tion (see below); plusthe fair value of the equity instruments issued;plus

1. ACCOUNTING POLICIES (continued)

44 ANNUAL REPORT & ACCOUNTS 2017 45

Multi-employer plansWhere there is insufficient information available tothe Society to adopt defined benefit accounting, in re-spect of multi-employer plans in which it participates,the plan is accounted for as a defined contributionplan.

(p) ProvisionsA provision is recognised in the balance sheet whenthe entity has a present legal or constructive obliga-tion as a result of a past event, that can be reliablymeasured and it is probable than an outflow of eco-nomic benefits will be required to settle the obliga-tion. Provisions are recognised at the best estimate ofthe amount required to settle the obligations at the re-porting date.

(q) Turnover Turnover is shown net of value added tax and repre-sents the fair value of goods and services supplied tothird parties exclusive of trade discounts and valueadded tax. Some sales to Ornua Co-operative Limitedare based on “on Account” prices and can be subjectto adjustment when the prices are finally agreed.Goods are deemed to have been delivered and relatedrevenue recognised when the customer has access tothe significant benefits inherent in the goods and ex-posure to the risks inherent in these benefits.

(r) LeasesLeases in which the entity assumes substantially allthe risks and rewards of ownership of the leased assetare classified as finance leases. All other leases areclassified as operating leases. Leased assets acquiredby way of finance lease are stated on initial recogni-tion at an amount equal to the lower of their fair valueand the present value of the minimum lease paymentsat inception of the lease, including any incrementalcosts directly attributable to negotiation and arrang-ing the lease. At initial recognition a finance lease li-ability is recognised equal to the fair value of theleased asset or, if lower, the present value of the mini-mum lease payments. The present value of the mini-mum lease payments is calculated using the interestrate implicit in the lease.

Payments made under operating leases are recog-nised in the profit and loss account on a straight-linebasis over the term of the lease.

Minimum finance lease payments are apportioned be-tween the finance charge and the reduction of the out-standing liability using the rate implicit in the lease.The finance charge is allocated to each period duringthe lease term so as to produce a constant periodicrate of interest on the remaining balance of the liabil-ity. Contingent rents are charged as expenses in theperiod in which they are incurred.

(s) Interest payable and receivable Interest receivable and similar income include inter-est receivable on funds invested and net foreign ex-change gains.

Interest payable and similar charges include interestpayable, finance charges on shares classified as liabil-ities and finance leases recognised in profit or lossusing the effective interest method, unwinding of thediscount on provisions, and net foreign exchangelosses that are recognised in the profit and loss ac-count.

Interest income and interest payable are recognisedin profit or loss as they accrue, using the effective in-terest rate method. Dividend income is recognised inthe profit and loss account on the date the date the en-tity’s right to receive payments is established. Foreigncurrency gains and losses are reported on a net basis.

(t) TaxationTax on the profit or loss for the year comprises currentand deferred tax. Tax is recognised in the profit andloss account except to the extent that it relates toitems recognised directly in equity or other compre-hensive income, in which case it is recognised directlyin equity or other comprehensive income.

Current tax is the expected tax payable or receivableon the taxable income or loss for the year, using taxrates enacted or substantively enacted at the balancesheet date, and any adjustment to tax payable in re-spect of previous years.

Deferred tax is provided on timing differences whicharise from the inclusion of income and expenses in taxassessments in periods different from those in whichthey are recognised in the financial statements. De-ferred tax is not recognised on permanent differencearising because certain types of income or expenseare non-taxable or are disallowable for tax or becausecertain tax charges or allowances are greater orsmaller than the corresponding income or expense.

1. ACCOUNTING POLICIES (continued)

is calculated as the difference between its carryingamount and the best estimate of the amount that theentity would receive for the asset if it were to be soldat the reporting date. When a subsequent eventcaused the amount of impairment loss to decrease, thedecrease in impairment loss is reversed through profitor loss.

Non-financial assetsThe carrying amounts of the entity’s non-financial as-sets are reviewed at each reporting date to determinewhether there is any indication of impairment. If anysuch indication exists, then the asset’s recoverableamount is estimated. The recoverable amount of anasset or cash-generating unit is the greater of its valuein use and its fair value less costs to sell.

For the purpose of impairment testing, assets that can-not be tested individually are grouped together intothe smallest group of assets that generates cash in-flows from continuing use that are largely indepen-dent of the cash inflows of other assets or groups ofassets (the “cash-generating unit”, or “CGU”). Thegoodwill acquired in a business combination, for thepurpose of impairment testing is allocated to CGUsthat are expected to benefit from the synergies of thecombination.

An impairment loss is recognised if the carryingamount of an asset or its CGU exceeds its estimatedrecoverable amount. Impairment losses are recog-nised in profit or loss. Impairment losses recognisedin respect of CGUs are allocated first to reduce thecarrying amount of any goodwill allocated to theunits, and then to reduce the carrying amounts ofother assets in the unit (group of units) on a pro ratabasis.

Reversals of impairmentImpairment losses recognised in prior periods are as-sessed at each reporting date for any indications thatthe loss has decreased or no longer exists. An impair-ment loss is reversed on intangible assets excludinggoodwill only to the extent that the asset’s carryingamount does not exceed the carrying amount thatwould have been determined, net of depreciation oramortisation, if no impairment loss had been recog-nised.

(o) Employee benefitsDefined contribution plansA defined contribution plan is a post-employmentbenefit plan under which the company pays fixed con-tributions into a separate entity and has no legal orconstructive obligation to pay further amounts. Obli-gations for contributions to defined contribution pen-sion plans are recognised as an expense in the profitand loss account in the periods during which servicesare rendered by employees.

Defined benefit plansA defined benefit plan is a post-employment benefitplan other than a defined contribution plan. The en-tity’s net obligation in respect of defined benefit plansis calculated separately for each plan by estimatingthe amount of future benefit that employees haveearned in return for their service in the current andprior periods; that benefit is discounted to determineits present value. The fair value of any plan assets isdeducted.

The entity determines the net interest expense (in-come) on the net defined benefit liability (asset) forthe period by applying the discount rate as deter-mined at the beginning of the annual period to the netdefined benefit liability (asset) taking account ofchanges arising as a result of contributions and bene-fit payments.

The discount rate is the yield at the balance sheet dateon AA credit rated bonds denominated in the currencyof, and having maturity dates approximating to theterms of the entity’s obligations. A valuation is per-formed annually by a qualified actuary using the pro-jected unit credit method. The entity recognises netdefined benefit plan assets to the extent that it is ableto recover the surplus either through reduced contri-butions in the future or through refunds from the plan.

Changes in the net defined benefit liability arisingfrom employee service rendered during the period, netinterest on net defined benefit liability, and the cost ofplan introductions, benefit changes , curtailments andsettlements during the period are recognised in profitor loss.

Re-measurement of the net defined benefitliability/asset is recognised in other comprehensiveincome in the period in which it occurs.

1. ACCOUNTING POLICIES (continued)

46 ANNUAL REPORT & ACCOUNTS 2017 47

2. SALES BY MARKET

2017 2016 €(000) €(000)

Ireland (i) (ii) 405,449 352,023United Kingdom 16,479 33,337Other 4,499 5,676

426,427 391,036

(i) Sales for 2016 of €391,036,000 include sales of €24,805,000 from discontinued operations.(ii) Sales in Ireland include sales to Ornua Co-operative Limited for export both inside and outside the EU.

The amount of turnover by business unit is as follows: 2017 2016 €(000) €(000)

Consumer Foods 99,141 88,403Dairy Ingredients 143,506 102,103Agri Business 102,134 97,200Marts 81,646 78,525Other Activities - 24,805

426,427 391,036

3. OPERATING EXPENSES

Included in operating expenses are the following: Notes 2017 2016 €(000) €(000)

Employment costs 4 26,869 29,622Depreciation 11 2,720 3,534Amortisation of intangibles 10 2,283 2,681

Deferred tax is provided in respect of the additionaltax that will be paid or avoided on differences betweenthe amount at which an asset (other than goodwill) orliability is recognised in a business combination andthe corresponding amount that can be deducted or as-sessed for tax. Goodwill is adjusted by the amount ofsuch deferred tax.

Deferred tax is measured at the tax rate that is ex-pected to apply to the reversal of the related differ-ence, using tax rates enacted or substantively enact atthe balance sheet date.

For investment property, deferred tax is provided atthe rate and allowance applicable to the sale of theproperty.

Deferred tax balances are not discounted.

Unrelieved tax losses and other deferred tax assets arerecognised only to the extent that is it probable thatthey will be recovered against the reversal of deferredtax liabilities or other future profits.

(u) Exceptional itemsThe Group has adopted a Profit and Loss Account for-mat which highlights significant items within theGroup’s results for the year. Exceptional items arethose items of income and expense that the Groupconsiders are material and/or of such a nature thattheir separate disclosure is relevant to a better under-standing of the Group’s financial performance. Judge-ment is used by the Group in assessing the particularitems which, by virtue of their materiality and/or na-ture, are disclosed in the Group Profit and Loss Ac-count and related notes as exceptional items.

(v) Discontinued operationsDiscontinued operations are components of the groupthat have been disposed of at the reporting date andpreviously represented a separate major line of busi-ness or geographical area of operation or were sub-sidiaries acquired exclusively with a view to resale.

They are included in the Profit and Loss account in aseparate column for the current and comparative pe-riods, including the gain or loss on sale or impairmentloss on abandonment.

1. ACCOUNTING POLICIES (continued)

48 ANNUAL REPORT & ACCOUNTS 2017 49

7. INCOME FROM OTHER FINANCIAL ASSETS

2017 2016 €(000) €(000)

Investment income (i) 134 195

134 195

(i) Investment income relates to dividends from financial investments.

8. NET INTEREST PAYABLE AND SIMILAR CHARGES

Notes 2017 2016 €(000) €(000)

Bank interest and charges 888 1,119Lease charges 9 3Net interest expense on defined benefit liabilities 29 127 128Discount on deferred consideration - 80

1,024 1,330

5. OTHER OPERATING INCOME Notes 2017 2016 €(000) €(000)

Amortisation of government grants 21 37 35Profit on disposal of tangible assets 49 326

86 361

4. EMPLOYEES AND REMUNERATION

2017 2016 €(000) €(000)

Wages and salaries 22,520 25,068Social welfare costs 2,352 2,633Pension costs 1,997 1,921

26,869 29,622

The average number of persons employed by the Society was 561 (2016: 631).

6. EXCEPTIONAL ITEMS 2017 2016 €(000) €(000)

Gain arising on insurance proceeds re drier (i) 5,490 -Profit on disposal of investment properties (ii) 86 -Profit on disposal of financial assets (iii) 305 1,138Restructuring costs (iv) (222) (378)Profit on disposal of subsidiary (v) - 8,103

5,659 8,863

(i) In February 2017, a fire caused extensive damage to one of the Society’s driers in the Dairy Ingredients plant in Ballaghaderreen. The €5,490,000 gain is the excess of the insurance proceeds over the net book value of the asset at that date. (ii) During 2017 the Society disposed of a number of investment properties with a combined book value of €1,179,000 (Note 12(i)) for €1,265,000 (net of costs), giving rise to a profit on disposal of €86,000.(iii) The profit on disposal of €305,000 in 2017 arose on the sale of an investment which had been written off by the Society in previous years. The profit on disposal of €1,138,000 in 2016 arose on the sale of the Society’s interest in Progressive Genetics Ireland Limited which was held through its subsidiary company North Western Livestock Holdings Limited (in which the Society has a 70.91% shareholding) for a cash consideration of €1,138,000 (net of costs). The investment was held at nominal value.(iv) The restructuring costs of €222,000 in 2017 and €378,000 in 2016 relate primarily to redundancy costs.(v) On the 17 June 2016, the Society disposed of its 66.67% shareholding in Earrai Coillte Chonnacht Teoranta for a cash consideration of €19,607,000, net of costs. The Society’s share of the net assets on disposal were €11,504,000, giving rise to a profit on disposal of €8,103,000.

50 ANNUAL REPORT & ACCOUNTS 2017 51

9. TAXATION (continued)

Accelerated capital allowances - - (95) (49) (95) (49)Intangible assets - - (2,542) (2,752) (2,542) (2,752)Employee benefits - - (172) (163) (172) (163)Financial investments - - (3,199) (4,214) (3,199) (4,214)Other 219 265 - - 219 265

Deferred tax assets/(liabilities) 219 265 (6,008) (7,178) (5,789) (6,913) In addition to the deferred tax asset above, the Group has additional unrecognised deferred tax assets of €2,643,000 (2016:€3,506,000). Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that theywill be recovered against the reversal of deferred tax liabilities or other future taxable profits.

2017€(000)

2016€(000)

2017€(000)

2016€(000)

2017€(000)

2016€(000)

ASSETS LIABILITIES NET

10. GOODWILL AND OTHER INTANGIBLE ASSETS

Cost At 1 January 2017 32,306 14,530 2,112 1,918 18,560Additions - - - - -Translation adjustment (690) (461) (59) - (520) At 31 December 2017 31,616 14,069 2,053 1,918 18,040 Amortisation At 1 January 2017 4,273 1,167 351 1,711 3,229Amortisation for year 3 1,379 564 169 171 904

At 31 December 2017 5,652 1,731 520 1,882 4,133 Net Book Value At 31 December 2017 25,964 12,338 1,533 36 13,907

At 31 December 2016 28,033 13,363 1,761 207 15,331

Goodwill and other intangibles are being amortised in line with the accounting policy at Note 1( j). The estimated useful livesof goodwill, brands and customer relationships are derived by benchmarking the amortisation period to peers engaged insimilar activities and the required payback period for the investment.

Notes Goodwill€(000)

Brands€(000)

Customer

€(000)Software€(000)

Total€(000)

OTHER INTANGIBLE ASSETS

Relationships

GOODWILL

9. TAXATION

2017 2016 €(000) €(000)

Current taxation: Current tax on income for the period 742 277 Deferred taxation: Origination and reversal of timing differences (1,029) (933) Total taxation (287) (656)

Analysis of current tax recognised in Profit and Loss Account: Irish corporation tax 1,004 61Foreign tax (262) 216 Total current tax recognised in Profit and Loss Account 742 277 Factors affecting current tax charge for year:Tax charge for year Profit before taxation 6,727 10,115 Tax using the Irish corporation tax rate of 12.5% 841 1,264Non taxable income (54) -Effect of tax rates in foreign jurisdictions (11) 15Additional tax on profit liable at other than standard rate (222) 44Excess of depreciation over capital allowances - 258Tax losses carried forward/(utilised) (615) 1,570Expenses not deductible for tax purposes 157 -Permanent differences and other timing differences (76) (3,551)Effect of tax on associate and joint ventures - (31)Deferred tax not recognised 87 23Over provided in previous years (394) (248)

Total tax credit included in Profit and Loss Account (287) (656)

52 ANNUAL REPORT & ACCOUNTS 2017 53

2017 2016 €(000) €(000)

At 1 January 407 340Share of profit of associate after taxation 240 162Dividend from associate (95) (95)

At 31 December 552 407

The carrying value of €552,000 represents the Society’s 27.27% investment in County Mayo Radio Ltd.

13. FINANCIAL ASSETS

(i) Investment in Associate

2017 2016 €(000) €(000)

At 1 January 278 196Share of (loss)/profit of joint venture after taxation (37) 82

At 31 December 241 278

The carrying value of €241,000 represents the Society’s 50% interest in Glanoir Energy Limited, a joint venture with HDSEnergy Limited (“HDS”) to construct and operate a biomass energy system.

The Society’s interest in the gross assets and liabilities of its joint venture are as follows:

2017 2016 €(000) €(000)

Share of gross assets 1,913 2,221Share of gross liabilities (1,672) (1,943)

At 31 December 241 278

There are no capital commitments relating to the joint venture at 31 December 2017.

(ii) Investment in Joint Venture

11. TANGIBLE ASSETS

Cost At 1 January 2017 40,676 81,916 3,425 126,017Additions 2,574 1,167 136 3,877Disposals - (95) (296) (391)Translation adjustment (9) (5) (1) (15) At 31 December 2017 43,241 82,983 3,264 129,488 Depreciation At 1 January 2017 27,327 74,979 3,292 105,598Charge for year 3 1,266 1,392 62 2,720Disposals - (95) (296) (391)Translation adjustment - (3) (2) (5) At 31 December 2017 28,593 76,273 3,056 107,922 Net Book Value At 31 December 2017 14,648 6,710 208 21,566 At December 2016 13,349 6,937 133 20,419

Fixed assets are being depreciated in line with the accounting policy at Note 1(h).

Notes

Land & Buildings€(000)

PlantMachinery &

Equipment€(000)

MotorVehicles€(000)

Total€(000)

12. INVESTMENT PROPERTIES

2017 2016 €(000) €(000)

At 1 January 4,326 3,871Sale of investment properties(i) (1,179) Transfer from tangible fixed assets (ii) - 20Fair value movement (ii) - 435

At 31 December 3,147 4,326

(i) During 2017, the Society disposed of a number of investment properties with a combined book value of €1,179,000 for €1,265,000 (net of costs), giving rise to a profit on disposal of €86,000 (Note 6(ii)).(ii) One property was reclassified as an investment property on 31 December 2016. It was transferred from tangible fixed assets at its net book value of €20,000, and revalued to a value of €350,000. In addition, a property previously included in investment properties was revalued upwards by €105,000. This led to an overall fair value adjustment of €435,000.(iii) Included in investment properties is land held as investment property by a subsidiary company North Western Livestock Holdings Limited, in which the Society has a 70.91% shareholding. This land was valued by an external independent valuer on an open market basis at the current reporting date.(iv) The Directors value the investment portfolio every year.

54 ANNUAL REPORT & ACCOUNTS 2017 55

15. DEBTORS

Notes 2017 2016 €(000) €(000)

Trade debtors 36,599 27,615Other debtors and prepayments (i) 6,633 7,074Derivative asset 30 104 -V.A.T. 2,354 1,831

45,690 36,520

(i) Other debtors and prepayments include an amount of €2,041,000 in respect of a loan note from Kerrygold Butter PackingIreland Limited (Note 13(iii), which is repayable on demand. The total investment in the loan note is €2,900,000 with theremaining €859,000 due to be paid in 2018. Kerrygold Butter Packing Ireland Limited is a subsidiary of Ornua Co-operativeLimited in which the Society is a shareholder.

16. BANK AND CASHThe bank and cash balance of €14,765,000 at 31 December 2017 (2016: €10,685,000) contains no restricted cash (2016: Nil).

17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Notes 2017 2016 €(000) €(000)

Trade creditors and accruals (i) 57,368 47,940Derivative liability 30 - 14Bank overdrafts 19 815 2,012Secured bank loans (ii) 19 5,873 4,867Finance leases 19 137 168PAYE/PRSI 319 316Corporation tax 566 291

65,078 55,608

(i) Trade creditors and accruals include amounts owing to suppliers who have a reservation of title clause in their contracts of sale.(ii) The maturity of bank loans is analysed in Note 19.

13. FINANCIAL ASSETS (continued)

At 1 January 12,464 98 2,458 15,020 16,772Loan stock granted (i) - - - - 397Loan stock redeemed(i) - - (303) (303) (225)Additions (ii) - - - - -Disposals (iii) - - - - -Investment redeemed (iv) - (69) - (69) (67)Fair value movement (v) (2,149) - - (2,149) (1,857)

At 31 December 10,315 29 2,155 12,499 15,020

Quoted investments are held at fair value. The unquoted investments and convertible loan stock are held at cost. In theopinion of the directors, the value of the investments is not less than their carrying value as shown above.

(i) Convertible loan stock has been issued by Ornua Co-operative Limited (Ornua) to the Society. During the year €303,000 of loan notes were redeemed (2016: €225,000). Loan notes of €397,000 were granted in 2016. The allocation of Convertible loan stock is based on the level of trading with Ornua. The loan stock is convertible into cash over a six-year period which starts five years from the date of issue. (ii) During 2016, the Society took a 7% holding in Kerrygold Butter Packing Ireland Limited at nominal value. In addition, the Society invested €2,900,000 in a loan note which is repayable on demand (Note 15).(iii) During 2017, an investment that was previously written off was disposed of for €305,000. (iv) During 2017 and 2016, an investment the Society holds through one of its subsidiaries was partly redeemed at cost.(v) On 31 December 2017, the fair value of the quoted investments had decreased by €2,149,000 (2016:€1,857,000) to €10,315,000. (vi) The Directors note that subsequent to the reporting date, as at the date of approval of the Annual Report, the Society’s interest in quoted investments had fallen by €4m to €6.3m, with a corresponding decrease of €1.3m in the associated deferred tax liability.

(iii) Other Investments

QuotedInvestments

2017€(000)

UnquotedInvestments

2017€(000)

ConvertibleLoan Stock

2017€(000)

Total2017

€(000)

Total2016

€(000)

14. STOCKS 2017 2016 €(000) €(000)

Raw materials 1,351 917Finished goods and goods for resale 14,177 13,642Expense stock 1,265 1,306

16,793 15,865

(i) Stock is valued at the lower of cost and net realisable value. (ii) The replacement cost of stocks is not materially different from the carrying value as stated above. (iii) Raw materials, consumables and movements in finished goods and work in progress recognised in cost of sales in the year amounted to €339,000,000 (2016: €294,000,000).

56 ANNUAL REPORT & ACCOUNTS 2017 57

20. PROVISION FOR LIABILITIES

Deferred Restructuring Taxation Total €(000) €(000) €(000)

At 1 January 2017 472 6,913 7,385Profit and loss account charge/(credit) 222 (1,029) (807)Paid during year (272) - (272)Translation adjustment - (95) (95) At 31 December 2017 422 5,789 6,211

The restructuring provision relates to the cost of restructuring announced during 2017 and previous years and relates primarilyto redundancy costs.

21. CAPITAL GRANTS

Notes 2017 2016 €(000) €(000)

At 1 January 318 381Received during the year - 8Amortised during the year 5 (37) (35)Disposal of subsidiary - (36) At 31 December 281 318

Grants received by the Society from Enterprise Ireland and the Department of Agriculture, Fisheries and Food may be repayablein certain circumstances as outlined in the Grant Agreements. Grants awarded were capital in nature and there are nooutstanding unfulfilled conditions.

22. SHARE CAPITAL

2017 2016 €(000) €(000)

At 1 January 11,397 11,235Share applications 35 72Shares redeemed (132) (249)Issue of bonus shares 129 138Shares issued out of equity reserve 58 170Shares issued in lieu of dividend 46 31

At 31 December 11,533 11,397

18. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Notes 2017 2016 €(000) €(000)

Secured bank loans (i) 19 13,313 19,790Finance leases 19 300 427Minority shareholders loans 521 579

14,134 20,796

(i) The maturity of bank loans is analysed in Note 19.

19. INTEREST BEARING LOANS AND BORROWINGS

2017 2016 €(000) €(000)

Creditors: amounts falling due within one year Secured bank loans 5,873 4,867Bank overdrafts 815 2,012Finance leases 137 168

6,825 7,047 Creditors: amounts falling due after more than one year Secured bank loans 13,313 19,790Finance leases 300 427

Total 20,438 27,264 Bank borrowings are secured by a fixed charge over certain of the fixed assets of the Society and its subsidiaries, and a floatingcharge over all the assets of the Society and its subsidiaries.

Maturity Analysis

Repayable other than by instalment: Bank overdrafts 815 - - - 815

Repayable by instalment: Secured bank loans 5,873 13,313 - - 19,186Finance leases 137 137 163 - 437

6,825 13,450 163 - 20,438

Within1 year

€(000)

Between 1to 2 years€(000)

Between 2to 5 years€(000)

Greater than5 years€(000)

Total €(000)

The secured bank loans due between one and two years are due to mature in February 2019.

58 ANNUAL REPORT & ACCOUNTS 2017 59

Notes 2017 2016 €(000) €(000)

Cash flows from operating activities: Profit for the year 7,014 10,771Adjustments for: Depreciation and amortisation 3 5,003 6,215Foreign exchange losses (7) (1,298)Change in value of investment property 12 - (435)Contribution to pension scheme in excess of current service cost (608) (770)Profit on sale of fixed assets 5 (49) (326)Profit on sale of financial assets and investment properties (391) (9,241)Proceeds on insurance 6(i) (5,490) -Deferred government grant 5 (37) (35)Change in value of financial assets 13(iii) 2,149 1,857Net interest payable and similar charges 8 1,024 1,330Income from other financial assets 7 (134) (195)Share of profits of associates and joint ventures (203) (244)Taxation 9 (287) (656)

7,984 6,973Increase in trade and other debtors (9,738) (9,349)(Increase)/decrease in stocks (968) 4,279Increase in trade and other creditors 9,470 7,602Decrease in provisions and employee benefits (50) (602) 6,698 8,903Interest paid (897) (1,122)Tax paid (464) (362)

Net cash from operating activities 5,337 7,419

25. NOTES TO CONSOLIDATED STATEMENT OF CASH FLOW

Reconciliation of profit for the year to net cash from operating activities:

Notes 2017 2016 €(000) €(000)

Cash and cash equivalents consist of:Cash and bank balances 16 14,765 10,685

14,765 10,685

Bank overdrafts 19 (815) (2,012)Secured bank loans 19 (19,186) (24,657)Finance leases 19 (437) (595)

Net debt (5,673) (16,579)

26. CASH AND CASH EQUIVALENTS AND NET DEBT

23. OTHER RESERVES

Other reserves shown on the Society’s consolidated statement of changes in equity are as follows:

Equity reserveThe equity reserve relates to funds received from suppliers that are held awaiting conversion into ordinary share capital. At 31December 2017 amount totalling €973,000 were received from certain suppliers and will be used to fund the issue of sharesto these suppliers in future years. These funds will be recorded in the equity reserve until the shares are issued.

Bonus reserveThe transfer from Revenue Reserves to the Bonus Reserve is in accordance with Rules 73 and 74 of the Society which allowsfor the establishment of a Reserve from which allocations of fully paid-up bonus shares in the Society may be made.

Cash flow hedging reserveThe cash flow hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flowhedging instruments related to hedged transactions that have not yet occurred.

Minority interestsThe minority interest represents the holding of equity in North Western Livestock Holdings Limited and CG Training Limitedby minority interests. On 17 June 2016 the Society disposed of its 66.67% shareholding in Earrai Coillte Chonnacht Teoranta.On that date €5,833,000 was taken from Minority Interest, being the minority interest in Earrai Coillte Chonnacht Teoranta.

24. PROFIT AND LOSS ACCOUNT

2017 2016 €(000) €(000)

At 1 January 41,258 33,596Profit for year 7,017 9,767Dividends paid (229) (225)Bonus reserve (150) (150)Other comprehensive income 1,012 (3,015)Transfer from capital reserve - 1,285

At 31 December 48,908 41,258

Dividends proposed at 31 December 2017 amounted to €231,000 and in accordance with Financial Reporting Standards arenot recognised in the financial statements until approved.

60 ANNUAL REPORT & ACCOUNTS 2017 61

27. RELATED PARTY TRANSACTIONS

2017 2016 €(000) €(000)

Directors’ remuneration 208 224

Senior management team: Basic salary 1,250 1,208Performance related bonus 180 203Other benefits 257 243

Total senior management team remuneration 1,687 1,654 Total Directors’ and senior management team remuneration 1,895 1,878

In the ordinary course of their business, as farmers, the Directors trade with the Society on standard commercial terms.The level of purchases from and sales to the Directors during 2017 amounted to €2,403,000 (2016: €1,774,000) and€798,000 (2016: €636,000) respectively. The net trading balances outstanding to the Society at 31 December 2017 were€45,000 (2016: €27,000 was owed by the Society).

Total compensation of Directors and key management personnel in the year amounted to €1,895,000 (2016: €1,878,000).

This is broken down as follows:

28. COMMITMENTS

2017 2016 €(000) €(000)

Amounts due: Within one year 189 203Between two and five years 259 345More than five years - -

Total 448 548

The total amount charged to the Profit and Loss account for 2017 in respect of non-cancellable operating leases was€225,000 (2016: €191,000).

(c) At the year end, purchase commitments on forward contract for certain raw materials not yet provided for in the financial statements amounted to €14,250,000 (2016: €9,756,000).

(a) Capital commitments were €15,600,000 at 31 December 2017 (2016: €1,968,000).(b) The total of future minimum lease payments under non-cancellable operating leases at 31 December are as follows:

29. RETIREMENT BENEFIT OBLIGATIONS

(a) Defined benefit pension schemesThe Society operates a number of defined benefit pension schemes for employees with assets held in separately administeredfunds. Annual contributions to the pension schemes are based on the advice of qualified independent actuaries.

Net pension liability:

2017 2016 €(000) €(000)

Defined benefit obligation (55,465) (55,162)Plan assets 49,931 47,675 Net pension liability before deferred tax (5,534) (7,487)Deferred tax liability (172) (163) Net pension deficit (5,706) (7,650)

Movements in present value of defined benefit obligation:

2017 2016 €(000) €(000)

At 1 January 55,162 50,156Net current service cost 1,157 1,020Interest expense 987 1,149Employee contributions 329 361Change in assumptions - 4,607Experience gains (284) (686)Benefits paid (1,886) (1,433)Past service gains - (12) At 31 December 55,465 55,162

Movements in fair value of plan assets:

2017 2016 €(000) €(000)

At 1 January 47,675 44,035Interest on plan assets 860 1,021Return on plan assets less interest income 1,188 1,913Contributions by employer and members 2,095 2,139Benefits paid (1,887) (1,433) At 31 December 49,931 47,675

62 ANNUAL REPORT & ACCOUNTS 2017 63

2017 2016 €(000) €(000)

Charged/(credited) to operating profit: Current service cost 1,157 1,020Past service charge/(credit) - (12) Total 1,157 1,008

2017 2016 €(000) €(000)

Other finance charge: Interest on pension assets (860) (1,021)Interest on pension liabilities 987 1,149 Net interest cost included in finance costs 127 128 The fair values of the plan assets were as follows:

2017 2016 €(000) €(000)

Equities 20,595 19,454Bonds 22,974 22,582Property 366 588Diversified growth fund 5,996 5,051 49,931 47,675 Principal actuarial assumptions (expressed as weighted averages) at the year end were as follows:

2017 2016 % %

Rate of inflation 1.50 1.50Rate of increase in salaries 2.00 2.00Discount rate 1.80 1.80

29. RETIREMENT BENEFIT OBLIGATIONS (continued)

The amounts recognised in the consolidated profit and loss account are as follows:

29. RETIREMENT BENEFIT OBLIGATIONS (continued)

In valuing the liabilities of the pension scheme at 31 December 2017, mortality assumptions have been made as set out below:

The assumptions relating to longevity underlying the pension liabilities at the balance sheet date are based on standard actuarialmortality tables and include allowance for future improvements in longevity. The assumptions are equivalent to expecting a65-year-old to live for a number of years as follows:

● Current pensioner aged 65: 21.4 years (male), 23.9 years (female)● Future retiree upon reaching 65: 23.8 years (male), 26 years (female)

The assumptions used by the actuary are chosen from a range of possible actuarial assumptions which, due to the timescalecovered, may not necessarily be borne out in practice.

The last actuarial valuations in respect of these schemes were carried out at 1 January 2015 and subsequently updated to 31December 2017 for FRS102 “Retirement Benefits” purposes. The next actuarial valuation is due to be carried out in early 2018.The actuarial reports are available for inspection by members of the scheme but not for public inspections. The valuations andrelated disclosures required under FRS102 have been calculated by qualified independent actuaries based on the most recentfull actuarial valuations at 1 January 2015, updated to 31 December 2017.

(b) Defined contribution schemesThe Group operates a number of defined contribution pension plans. The total expense relating to these plans in the currentyear was €421,000 (2016: €484,000).

(c) The Irish Co-operative Societies Pension SchemeThe Society participates in the Irish Co-operative Societies (ICOS) pension scheme which is a multi-employer defined benefitpension scheme. However, as the underlying assets and liabilities attributable to individual employers cannot be identified ona consistent and reasonable basis, the Society is account for the pension scheme as if it were a defined contribution scheme inaccordance with FRS102.

The most recent full actuarial valuation of the ICOS Pension Scheme was carried out on 1 July 2017. The report is available forinspection by Scheme members but is not available to the public.

The Scheme satisfied the statutory Funding Standard and Funding Standard Reserve requirements at the valuation date. AnActuarial Funding Certificate was prepared with an effective date of 1 July 2017 and confirmed that the Scheme satisfied theFunding Standard set out in Section 44(1) of the Pensions Act, 1990 at that effective date. A Funding Standard ReserveCertificate was also prepared with an effective date of 1 July 2017 and confirmed that the Scheme held sufficient additionalassets to satisfy the Funding Standard Reserve set out in Section 44(2) of the Pensions Act, 1990 at that effective date. Thefinancial assumption relating to the return on investment, the rate of increase in pensionable pay or salaries, and price inflation,are outlined in the actuarial valuation report.

The total expense relating to this plan in the current year was €419,000 (2016: €429,000).

64 ANNUAL REPORT & ACCOUNTS 2017 65

30. FINANCIAL INSTRUMENTS

The carrying amounts of the derivative assets and liabilities include:

Notes 2017 2016 €(000) €(000)

Forward exchange contracts Fair value of financial assets 15 104 -Fair value of financial liabilities 17 - (14) 104 (14)

The fair value of forward exchange contracts is based on their listed market price, if available. If a listed market priceis not available, then fair value is estimated by discounting the difference between the contractual forward price andthe current forward price for the residual maturity of the contract using a risk-free interest rate.

The Group uses cash flow hedges in respect of foreign exchange risks in highly probable forecast transactions. Itachieves this by designating its forward exchange contracts as hedging instruments to reduce its exposure to thevariability of the Euro equivalent of future cash inflows and outflows denominated in Sterling.

The following movements occurred during the year in respect of the Group’s cash flow hedges:

2017 2016 €(000) €(000)

Change in fair value of the hedging instrument recognised in other comprehensive income for the period 118 (1,143) 118 (1,143)

The cash flows associated with cash flow hedging instruments are all expected to occur within one year.

31. ACCOUNTING ESTIMATES AND JUDGEMENTS

The Society’s main accounting policies affecting its results and financial condition are set out in Note 1 to the financialstatements. Judgements and assumptions have been made by management by applying the Society’s accounting policies incertain areas. Actual results may differ from estimates calculated using these judgements and assumptions. Key sources ofestimation uncertainty and critical accounting judgements are as follows:

Business CombinationsBusiness combinations are accounted for using the acquisition method which requires that the assets and liabilities assumedare recorded at their respective fair values at the date of acquisition. The application of this method requires certain estimatesand assumptions particularly concerning the determination of the fair values of intangible assets which the Society has valuedbased one expected future cash flows. This method employs a discounted cash flow analysis using the present value of theestimated after tax cash flows expected to be generated from the intangible asset using risk adjusted discount rates, revenueforecast, estimated customer attrition and royalty savings as appropriate. The period of expected cash flows is based on theexpected useful life of the intangible asset acquired.

GoodwillThe Group has capitalised goodwill of €25,964,000 at 31 December 2017 (2016: €28,033,000) as detailed in Note 10. Goodwillis required to be tested for impairment at least annually or more frequently if changes in circumstances for the occurrence ofevents indicate potential impairment exists. In assessing impairment there is a degree of estimation and uncertainty aroundfuture performance and cash flows.

Retirement Benefit ObligationsThe Group operates a number of defined benefit retirement plans which are set out in Note 29. The Group’s total obligationin respect of defined benefit plans is calculated by independent, qualified actuaries and updated at least annually and totals€5,534,000 at 31 December 2017 (2016: €7,487,000). The size of the obligation is sensitive to actuarial assumptions. The key assumptions are the discount rate, the rate of inflation,life expectancy, pension benefits and rate of salary increases. Plan assets are also sensitive to asset returns and the level ofcontributions made by the Group.

Investment PropertiesThe Group holds investment properties with a fair value of €3,147,000 (2016: €4,326,000), as detailed in Note 12. Theseproperties are valued at fair value by the Directors. Fair value is defined as the price that would be received if the asset was soldin an orderly transaction between market participants based on the asset’s highest and best use. Valuations are reviewed eachyear by the Directors with movements in fair value recognised in the profit and loss account.

66 ANNUAL REPORT & ACCOUNTS 2017

33. APPROVAL OF BOARD OF DIRECTORS

The financial statements were approved by the Board of Directors on 16 March 2018.

32. SUBSIDIARIES, ASSOCIATE AND JOINT VENTURE

Subsidiaries – Republic of Ireland % Holding ActivityAurivo Consumer Foods Ltd 100% Manufacture of Dairy ProductsAurivo Dairy Ingredients Ltd 100% Manufacture of Dairy ProductsNorth Western Livestock Holdings Ltd 70.91% Holding companyBallina Milk Co. Ltd 100% Non TradingConnacht Gold Ltd 100% Non TradingConnacht Gold Properties Ltd 100% Non TradingCG Training Limited 75% Non TradingMoy Valley Seed Potato Company Ltd 100% Non TradingPalmar Ltd 100% Non TradingSligo Dairies Ltd 100% Non Trading Subsidiaries – United Kingdom % Holding ActivityAurivo (NI) Ltd 100% Milk Trading and RetailConnacht Gold (Northern Ireland) Ltd 100% Milk TradingMy Goodness Ltd 100% Sports Nutrition

Associate – Republic of Ireland % Holding ActivityCounty Mayo Radio Ltd 27.27% Radio Station

Joint Venture – Republic of Ireland % Holding ActivityGlanóir Energy Ltd 50% Biomass Energy

All subsidiaries, associates and joint ventures operate in the Republic of Ireland and the United Kingdom. The addresses ofthe Registered Offices of the subsidiaries, associate and joint venture, are available at Aurivo Co-operative Society Limited,Aurivo House, Finisklin Business Park, Sligo, Co. Sligo.

All of the subsidiaries incorporated under the Companies Acts 2014 in the Republic of Ireland with the exception of NorthWestern Livestock Holdings Ltd and CG Training Ltd, have availed of the exemption available under Section 357 of theCompanies Act 2014 and will file these Group financial statements with their annual returns instead of their own FinancialStatements. The Society has guaranteed the liabilities of the subsidiaries availing of this exemption.

AURIVO HEADQUARTERSAurivo House,Finisklin Business Park,Sligo

Phone: 071 - 918 6500Fax: 071 - 918 5239Email: [email protected]: www.aurivo.ie