Company Registration No. SC269766 (Scotland)
DIESELEC THISTLE GENERATORS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
DIESELEC THISTLE GENERATORS LIMITED
COMPANY INFORMATION
Directors
D Taylor
(Appointed 1 November 2023)
O J Hall
(Appointed 1 November 2023)
A C R Kirk
(Appointed 1 November 2023)
J W Rudman
(Appointed 1 November 2023)
I J Trevor
(Appointed 1 November 2023)
Secretary
D Billing
Company number
SC269766
Registered office
Cadder House
160 Clober Road
Milngavie
Glasgow
United Kingdom
G62 7LW
Auditor
Johnston Carmichael LLP
227 West George Street
Glasgow
United Kingdom
G2 2ND
DIESELEC THISTLE GENERATORS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 9
Profit and loss account
10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 28
DIESELEC THISTLE GENERATORS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2023
- 1 -

The directors present the strategic report for the year ended 30 June 2023.

Fair review of the business

The principal activity of the company is the sale, installation, commissioning and maintenance of emergency standby, gas to power generators and CHP.

The ultimate parent of the company, Dieselec Holdings Limited, was acquired by Flogas Britain Limited on 1 November 2023. Flogas Britain Limited is a wholly owned subsidiary of DCC plc.

 

Our goal is to grow a sustainable business that is focused on meeting the needs of our customers and employees and we continued to make progress on this during the year - supporting our customers to transition to cleaner energy solutions whilst focusing on health and safety and the wellbeing of our people.

We are seeing strong demand for our sustainable energy products as customers seek solutions to the increased cost of energy whilst reducing their carbon footprint. The war in Ukraine further exacerbated volatility in the energy sector and supply chain. This uncertainty in the energy markets has driven further significant demand for our innovative new gas powered generators which provide energy security and use gas as a transitional fuel to reduce exhaust emissions, carbon footprint and cost.

Financially, this has been a much-improved financial performance, and the business has reported record figures.

Principal risks and uncertainties

The Board is aware of the need to manage risks associated with winning new contracts and subsequent delivery and payment of these contracts. The Company has a rigorous risk management framework in place that applies to all activities. Other risks are set out below:

 

Credit Risk - The company has a robust procedure to assess the credit risk applicable to customers, both new and ongoing;

 

Delivery Risk - works are managed and controlled through the Company's operating framework with due regard to all Health and Safety requirements;

 

Supply chain risk - there is a risk of disruption to supply of imports of products and materials, cost inflation and delivery delays. This is controlled through the diversification of suppliers to ensure supply is secured, costs are minimised and alternatives are available; and

 

Liquidity Risk - this reflects the risk that the company will have insufficient reserves to meet its financial liabilities as they fall due. The Board ensures that adequate funds are available to finance the business.

Key performance indicators

The Company's key performance indicators are turnover, profit for the year, cashflow and health and safety performance.

 

 

 

 

2023

2022

Turnover

£'million

 

27.0

17.0

Profit / (loss) for the year

£'million

 

2.3

(0.1)

Net cash inflow / (outflow)

£'million

 

1.5

0.2

Lost time accidents

No.

 

1

1

 

Future Developments

It is an exciting time for our business as we introduce new products to support our customers on their transition to net zero. Following the acquisition of the business by Flogas Britain Limited, we expect to see a significant increase in sales of our gas generators as well as helping our customers to switch away from diesel to Hydrotreated Vegetable Oil (HVO).

DIESELEC THISTLE GENERATORS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 2 -

On behalf of the board

O J Hall
Director
15 February 2024
DIESELEC THISTLE GENERATORS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2023
- 3 -

The directors present their annual report and financial statements for the year ended 30 June 2023.

Results and dividends

The results for the year are set out on page 10.

Ordinary dividends were paid amounting to £400,000. The directors do not recommend payment of a further dividend.

Directors

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

B Aitken
(Resigned 1 November 2023)
I Buchan
(Resigned 1 November 2023)
G Kerr
(Resigned 1 November 2023)
P Moore
(Resigned 1 November 2023)
J Oates
(Resigned 5 September 2022)
J S Pirrie
(Resigned 1 November 2023)
J M Pirrie
(Resigned 1 November 2023)
D Taylor
(Appointed 1 November 2023)
O J Hall
(Appointed 1 November 2023)
A C R Kirk
(Appointed 1 November 2023)
J W Rudman
(Appointed 1 November 2023)
B Muirie
(Resigned 1 November 2023)
I J Trevor
(Appointed 1 November 2023)
Post reporting date events

On 1 November 2023, the share capital in the ultimate holding company, Dieselec Holdings Limited, was acquired by Flogas Britain Limited, a wholly owned subsidiary of DCC plc.

Auditor

The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of Business Review and Future Outlook.

Statement of disclosure to auditor

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

DIESELEC THISTLE GENERATORS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 4 -
Going concern

In assessing the prospects of the business for the purposes of going concern, the directors have considered cashflow forecasts prepared by management to 30 June 2026 and demonstrates the Group to be cash generative. The forecasts include a base case, based on current order book and pipeline, as well as inflationary increases in costs. The directors acknowledge that the projections are inherently uncertain, however, they expect to be able to meet the financial obligations of the Dieselec Holdings Group as they fall due,

 

The group was acquired by Flogas Britain Limited after the balance sheet date. The directors consider the change in ultimate controlling entity of the company as one that will provide the Dieselec Holdings Group with opportunities to grow the business customer list and service offerings. The directors expect the Dieselec Holdings Group to continue managing its working capital requirements independently of the wider Flogas and DCC group treasury management procedures.

 

As a result the directors conclude that is it appropriate for the financial statements to be prepared on a going concern basis.

On behalf of the board
O J Hall
Director
15 February 2024
DIESELEC THISTLE GENERATORS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2023
- 5 -

The directors are responsible for preparing the strategic report, directors' report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

DIESELEC THISTLE GENERATORS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF DIESELEC THISTLE GENERATORS LIMITED
- 6 -
Opinion

We have audited the financial statements of Dieselec Thistle Generators Limited (the 'company') for the year ended 30 June 2023 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

 

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

 

DIESELEC THISTLE GENERATORS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DIESELEC THISTLE GENERATORS LIMITED
- 7 -
Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.

 

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

 

Responsibilities of directors

As explained more fully in the Directors’ responsibilities statement set out on page 5, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

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

Extent to which the audit was considered capable of detecting irregularities, including fraud

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

DIESELEC THISTLE GENERATORS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DIESELEC THISTLE GENERATORS LIMITED
- 8 -

Extent the audit was considered capable of detecting irregularities, including fraud (continued)

We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.

All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

We obtained an understanding of the legal and regulatory frameworks that are applicable to company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:

We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of relevant correspondence with regulatory bodies and board meeting minutes.

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. We identified a heightened fraud risk in relation to:

 

In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:

Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

 

DIESELEC THISTLE GENERATORS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF DIESELEC THISTLE GENERATORS LIMITED
- 9 -

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

James Hamilton (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
16 February 2024
Chartered Accountants
Statutory Auditor
227 West George Street
Glasgow
United Kingdom
G2 2ND
DIESELEC THISTLE GENERATORS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2023
- 10 -
2023
2022
Notes
£
£
Turnover
3
26,503,328
16,927,399
Cost of sales
(19,457,786)
(12,976,439)
Gross profit
7,045,542
3,950,960
Administrative expenses
(4,771,434)
(4,422,071)
Other operating income
3
12,638
12,538
Operating profit/(loss)
4
2,286,746
(458,573)
Interest receivable and similar income
7
23,797
595
Interest payable and similar expenses
8
(12,983)
(14,469)
Profit/(loss) before taxation
2,297,560
(472,447)
Tax on profit/(loss)
9
(221,677)
355,631
Profit/(loss) for the financial year
2,075,883
(116,816)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

DIESELEC THISTLE GENERATORS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
- 11 -
2023
2022
£
£
Profit/(loss) for the year
2,075,883
(116,816)
Other comprehensive income
-
-
Total comprehensive income for the year
2,075,883
(116,816)
DIESELEC THISTLE GENERATORS LIMITED
BALANCE SHEET
AS AT
30 JUNE 2023
30 June 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
11
4,653
9,307
Tangible assets
12
701,345
646,926
Investments
13
2
2
706,000
656,235
Current assets
Stocks
15
2,129,648
1,422,258
Debtors
16
8,565,599
4,601,825
Cash at bank and in hand
3,313,144
1,798,259
14,008,391
7,822,342
Creditors: amounts falling due within one year
17
(9,636,959)
(5,198,429)
Net current assets
4,371,432
2,623,913
Total assets less current liabilities
5,077,432
3,280,148
Creditors: amounts falling due after more than one year
18
(5,047)
(23,590)
Provisions for liabilities
Deferred tax liability
20
139,944
-
0
(139,944)
-
Net assets
4,932,441
3,256,558
Capital and reserves
Called up share capital
22
2
2
Profit and loss reserves
22
4,932,439
3,256,556
Total equity
4,932,441
3,256,558
The financial statements were approved by the board of directors and authorised for issue on 15 February 2024 and are signed on its behalf by:
O J Hall
Director
Company Registration No. SC269766
DIESELEC THISTLE GENERATORS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 July 2021
2
3,673,372
3,673,374
Year ended 30 June 2022:
Loss and total comprehensive income for the year
-
(116,816)
(116,816)
Dividends
10
-
(300,000)
(300,000)
Balance at 30 June 2022
2
3,256,556
3,256,558
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
2,075,883
2,075,883
Dividends
10
-
(400,000)
(400,000)
Balance at 30 June 2023
2
4,932,439
4,932,441
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
- 14 -
1
Accounting policies
Company information

Dieselec Thistle Generators Limited is a private company limited by shares incorporated in Scotland. The registered office is Cadder House, 160 Clober Road, Milngavie, Glasgow, United Kingdom, G62 7LW.

1.1
Accounting convention

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

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

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

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

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Dieselec Thistle Generators Limited is a wholly owned subsidiary of Dieselec Holdings Limited and the results of Dieselec Thistle Generators Limited are included in the consolidated financial statements of Dieselec Holdings Limited which are available from Cadder House, 160 Clober Road, Milngavie, Glasgow, G62 7LW, United Kingdom.

1.2
Going concern

In assessing the prospects of the business for the purposes of going concern, the directors have considered cashflow forecasts prepared by management to 30 June 2026 and demonstrates the Group to be cash generative. The forecasts include a base case, based on current order book and pipeline, as well as inflationary increases in costs. The directors acknowledge that the projections are inherently uncertain, however, they expect to be able to meet the financial obligations of the Dieselec Holdings Group as they fall due,true

 

As disclosed in note 24, the group was acquired by Flogas Britain Limited after the balance sheet date. The directors consider the change in ultimate controlling entity of the company as one that will provide the Dieselec Holdings Group with opportunities to grow the business customer list and service offerings. The directors expect the Dieselec Holdings Group to continue managing its working capital requirements independently of the wider Flogas and DCC group treasury management procedures.

 

As a result the directors conclude that is it appropriate for the financial statements to be prepared on a going concern basis.

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 15 -
1.3
Turnover

Revenue is attributable to one continuing activity, the sale, installation, commissioning and maintenance of generators.

 

Revenue is recognised when there is an arrangement, primarily in the form of a contract or purchase order, with the customer, a fixed or determinable sale price is established with the customer, performance requirements are achieved, and it is probable that economic benefits associated with the transaction will flow to the company.

 

Revenue is recognised as performance requirements are achieved in accordance with the following:

 

a) it is probable that delivery will be made;

b) the item is on hand, identified and ready for delivery to the buyer at the time the sale is recognised;

c) the buyer specifically acknowledges the deferred delivery instructions; and

d) the usual payments terms apply.

 

Revenue is measured at the fair value of the consideration received, excluding discounts, rebates, VAT and other sales taxes or duty.

1.4
Intangible fixed assets - goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets are amortised on a straight line basis over their estimated useful lives up to a maximum of 10 years. The carrying value of intangible assets is reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

1.5
Tangible fixed assets

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

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

Improvements to property
6.67% to 33.3% per annum
Plant and machinery
10% to 20% per annum
Office equipment
25% per annum
Motor vehicles
25% per annum

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
Fixed asset investments

The investment represents shareholdings in subsidiary undertakings, shown at cost. A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 16 -
1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs incurred in bringing each product to its present location and condition, as follows:

 

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less.

1.10
Financial instruments
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Derecognition of financial assets

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

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 17 -
Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

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

1.11
Equity instruments

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

1.12
Taxation

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

Current tax

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

Deferred tax

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

 

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

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 18 -
1.13
Employee benefits

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

 

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

 

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

1.14
Retirement benefits

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

1.15
Leases

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

 

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

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

1.16
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.18

Other operating income

Payments under the UK Government's Coronavirus Job Retention Scheme are a form of grant. This grant money is receivable as compensation for expenses already incurred and has been recognised based on the accrual model. It is recognised in other operating income in the period in which it becomes receivable and the related expense is incurred.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 19 -

There are no other judgements or estimation uncertainties that have a significant effect on amounts recognised in the financial statements.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by geographical market
UK & Europe
26,229,958
16,605,044
Rest of the World
273,370
322,355
26,503,328
16,927,399
2023
2022
£
£
Other significant revenue
Grants received - Other
2,375
3,000
Insurance
10,263
7,407
Grants received - Coronavirus Job Retention Scheme
-
2,131
4
Operating profit/(loss)
2023
2022
Operating profit/(loss) for the year is stated after charging/(crediting):
£
£
Government grants
(2,375)
(5,131)
Fees payable to the company's auditor for the audit of the company's financial statements
27,163
19,000
Depreciation of owned tangible fixed assets
192,571
139,179
Depreciation of tangible fixed assets held under finance leases
16,832
25,861
Profit on disposal of tangible fixed assets
(43,498)
(10,103)
Amortisation of intangible assets
4,654
4,655
Operating lease charges
477,552
474,086
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 20 -
5
Employees

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

2023
2022
Number
Number
Directors
4
5
Sales
9
10
Operations
62
63
Administration
6
9
Total
81
87

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
4,032,039
3,935,232
Social security costs
412,425
394,131
Pension costs
113,862
97,475
4,558,326
4,426,838
6
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
368,290
447,667
Company pension contributions to defined contribution schemes
12,974
18,007
381,264
465,674

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2022 - 5).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
121,230
134,565
Company pension contributions to defined contribution schemes
3,600
8,925
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 21 -
7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
17,710
595
Other interest income
6,087
-
0
Total income
23,797
595
8
Interest payable and similar expenses
2023
2022
£
£
Interest on finance leases and hire purchase contracts
1,867
1,982
Other interest
11,116
12,487
12,983
14,469
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
185,936
-
0
Adjustments in respect of prior periods
(205,895)
(164,895)
Total current tax
(19,959)
(164,895)
Deferred tax
Origination and reversal of timing differences
(27,395)
(190,736)
Adjustment in respect of prior periods
269,031
-
0
Total deferred tax
241,636
(190,736)
Total tax charge/(credit)
221,677
(355,631)
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
9
Taxation
(Continued)
- 22 -

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

2023
2022
£
£
Profit/(loss) before taxation
2,297,560
(472,447)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 20.50% (2022: 19.00%)
471,000
(89,765)
Tax effect of expenses that are not deductible in determining taxable profit
2,366
5,719
Unutilised tax losses carried forward
(45,641)
48,327
Adjustments in respect of prior years
(201,445)
(90,580)
Effect of change in corporation tax rate
(2,021)
(57,375)
Group relief
(99,340)
-
0
Research and development tax credit
(178,379)
(95,295)
Other permanent differences
-
0
731
Fixed asset differences
6,106
(3,078)
Adjustments in respect of prior periods - R&D
-
0
(74,315)
Adjustments in respect of prior period - deferred tax
269,031
-
0
Taxation charge/(credit) for the year
221,677
(355,631)
10
Dividends
2023
2022
£
£
Final paid
100,000
-
0
Interim paid
300,000
300,000
400,000
300,000
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 23 -
11
Intangible fixed assets
Goodwill
£
Cost
At 1 July 2022 and 30 June 2023
55,238
Amortisation and impairment
At 1 July 2022
45,931
Amortisation charged for the year
4,654
At 30 June 2023
50,585
Carrying amount
At 30 June 2023
4,653
At 30 June 2022
9,307

Goodwill is being amortised evenly over the directors' estimate of its useful life of 10 years.

 

The estimated useful life is based on a variety of factors such as the expected use of the acquired business, the contracts and customer lists still generating revenue for the Company. Having considered these factors the directors believe that a useful life of 10 years is appropriate.

12
Tangible fixed assets
Improvements to property
Plant and machinery
Office equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 July 2022
379,581
836,290
235,670
161,051
1,612,592
Additions
4,657
286,520
4,860
23,080
319,117
Disposals
-
0
(101,873)
33
(11,084)
(112,924)
At 30 June 2023
384,238
1,020,937
240,563
173,047
1,818,785
Depreciation and impairment
At 1 July 2022
265,538
417,814
171,310
111,004
965,666
Depreciation charged in the year
29,759
123,361
31,860
24,423
209,403
Eliminated in respect of disposals
-
0
(46,545)
-
0
(11,084)
(57,629)
At 30 June 2023
295,297
494,630
203,170
124,343
1,117,440
Carrying amount
At 30 June 2023
88,941
526,307
37,393
48,704
701,345
At 30 June 2022
114,043
418,476
64,360
50,047
646,926
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
12
Tangible fixed assets
(Continued)
- 24 -

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

2023
2022
£
£
Plant and machinery
55,824
72,656
Motor vehicles
-
0
6,502
55,824
79,158
13
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
14
2
2
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 25 -
14
Subsidiaries

Dieselec Thistle Generators Limited held 100% of the ordinary share capital of Thistle Generators Limited and Dieselec Generators Limited, companies incorporated in the United Kingdom.

Details of the company's subsidiaries at 30 June 2023 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Thistle Generators Limited
1
Dormant
Ordinary
100.00
Dieselec Generators Limited
1
Dormant
Ordinary
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Cadder House, 160 Clober Road, Mingavie, Glasgow, United Kingdom, G62 7LW
15
Stocks
2023
2022
£
£
Consumables and goods for resale
1,082,252
879,815
Work in progress
1,047,396
542,443
2,129,648
1,422,258
16
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
3,815,621
2,369,691
Corporation tax recoverable
298,334
272,288
Amounts owed by group undertakings
2,133,832
170,296
Other debtors
319,395
85,355
Prepayments and accrued income
1,998,417
1,602,503
8,565,599
4,500,133
Deferred tax asset (note 20)
-
0
101,692
8,565,599
4,601,825
DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 26 -
17
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Obligations under hire purchase
19
18,543
20,402
Trade creditors
4,274,977
3,153,881
Amounts owed to group undertakings
196,167
-
0
Taxation and social security
138,019
122,628
Other creditors
62,482
31,066
Accruals and deferred income
4,946,771
1,870,452
9,636,959
5,198,429

Hire purchase creditors are secured against the assets to which they relate.

18
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Obligations under hire purchase
19
5,047
23,590

Hire purchase creditors are secured against the assets to which they relate.

19
Hire purchase obligations
2023
2022
Future minimum lease payments due under hire purchase:
£
£
Within one year
18,543
20,402
In two to five years
5,047
23,590
23,590
43,992

Finance lease payments represent rentals payable by the company for certain items of motor vehicles and plant and machinery. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 27 -
20
Deferred taxation

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

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Balances:
£
£
£
£
Accelerated capital allowances
143,491
-
-
(120,488)
Tax losses
(3,547)
-
-
220,160
Short term timing differences
-
-
-
2,020
139,944
-
-
101,692
2023
Movements in the year:
£
Asset at 1 July 2022
(101,692)
Charge to profit or loss
241,636
Liability at 30 June 2023
139,944

The deferred tax liability set out above relates to accelerated capital allowances and will reverse over the life of the assets.

21
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
113,862
97,475

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

22
Share capital and reserves
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
2
2
2
2

Profit and loss reserves

The profit and loss reserve represents accumulated profits and losses for the current period and prior periods less dividends paid.

DIESELEC THISTLE GENERATORS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 28 -
23
Operating lease commitments
Lessee

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

2023
2022
£
£
Within one year
268,146
171,896
Between two and five years
546,594
429,740
In over five years
495,955
-
0
1,310,695
601,636
24
Events after the reporting date

On 1 November 2023, the share capital in the ultimate holding company, Dieselec Holdings Limited, was acquired by Flogas Britain Limited, a wholly owned subsidiary of DCC plc. 

25
Related party transactions

As the company is a wholly owned subsidiary of Dieselec Holdings Limited, the Directors have taken advantage of the exemptions permitted under Financial Reporting Standard 102 from disclosing transactions with related parties that are wholly owned by the Dieselec Holdings Limited group.

 

Key Management personnel

Directors and senior management who have authority and responsibility for planning, directing and controlling the activities of the company are considered to be key management personnel. Total remuneration in respect of these individuals is £381,264 (2022 - £522,059).

26
Ultimate controlling party

The ultimate parent and controlling party is Dieselec Holdings Limited, a company registered in Scotland. Its group financial statements are available from Companies House.

The smallest and largest group in which the results of Dieselec Thistle Generators Limited is included is Dieselec Holdings Limited, a company registered in Scotland.

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