|
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
|
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
|
Other information |
The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. |
We have nothing to report in this regard. |
|
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
● |
the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
● |
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. |
|
Matters on which we are required to report by exception |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
|
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
|
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
● |
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates; |
● |
We identifies the laws and regulations applicable to the company through discussions with management and through our own knowledge of the industry; |
● |
We enquired with management about their own identification and assessment of the risk of irregularities; |
|
We considered the opportunities that may exist within the organisation for fraud and identified the greatest risk in relation to revenue recognition and management override of internal controls. Our audit procedures to respond to these risks included, but were not limited to; |
● |
Reviewing the financial statement disclosure and testing to supporting documentation; |
● |
We assessed the extent of compliancewith the laws and regulations identified above through making enquiries and inspecting legal correspondence; |
● |
We communicated relevant identified laws and regulations and potential fraud risks to all members of the engagement team and remained alert to any indications of fraud or non-compliance throughout the audit. |
● |
We performed analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatements due to fraud; |
● |
Testing journal entries to identify unusual transactions; |
● |
Evaluating evidence of any bias by the directors that may represent a material misstatement, |
|
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities including those leading to a material misstatement in the financial statements or non-compliance with regulation. As a result of these, we considered the opportunities that may exist within the organisation for fraud and audit procedures were designed in response to the risks identified, 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, for example, forgery, deliberate concealment, or collusion. |
|
As part of an audit in accordance with ISAs (UK), professional judgement was exercised, and professional scepticism was maintained thoughout the audit. |
|
|
Motor vehicles |
25% reducing balance |
|
|
Investment property |
|
Investment property is initially recognised at cost and then subsequently measured at fair value. Changes in value are recognised in profit or loss. |
|
|
Investments |
|
Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account. |
|
|
Stocks |
|
Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in first out method. The carrying amount of stock sold is recognised as an expense in the period in which the related revenue is recognised. |
|
|
Debtors |
|
Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. |
|
|
Creditors |
|
Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. |
|
|
Taxation |
|
A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted. |
|
|
Provisions |
|
Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably. |
|
|
Leased assets |
|
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the company's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. Operating lease payments are recognised as an expense on a straight line basis over the lease term. |
|
|
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. |
|
|
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. A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability. |
|
|
Pensions |
|
Contributions to defined contribution plans are expensed in the period to which they relate. |
|
|
2 |
Analysis of turnover |
2023 |
|
2022 |
£ |
£ |
|
|
Garage services |
27,345,800 |
|
23,892,937 |
|
Operation of a public house |
69,836 |
|
100,746 |
|
|
|
|
|
|
27,415,636 |
|
23,993,683 |
|
|
|
|
|
|
|
|
|
|
By geographical market: |
|
|
UK |
27,415,636 |
|
23,993,683 |
|
|
|
|
|
|
|
|
|
|
3 |
Operating profit |
2023 |
|
2022 |
£ |
£ |
|
This is stated after charging: |
|
|
Depreciation of owned fixed assets |
84,211 |
|
45,880 |
|
Auditors' remuneration for audit services |
11,000 |
|
5,800 |
|
|
|
|
|
|
|
|
|
|
4 |
Government grants |
2023 |
|
2022 |
£ |
£ |
|
|
Business Rates Relief Grant |
4,950 |
|
30,140 |
|
Coronavirus Job Retention Scheme Grant |
1,713 |
|
78,967 |
|
|
|
|
|
|
6,663 |
|
109,107 |
|
|
|
|
|
|
|
|
|
|
5 |
Directors' emoluments |
2023 |
|
2022 |
£ |
£ |
|
|
Emoluments |
18,789 |
|
62,269 |
|
Company contributions to defined contribution pension plans |
1,503 |
|
35,367 |
|
|
|
|
|
|
20,292 |
|
97,636 |
|
|
|
|
|
|
|
|
|
|
|
Number of directors to whom retirement benefits accrued: |
2023 |
|
2022 |
Number |
Number |
|
|
Defined contribution plans |
1 |
|
1 |
|
|
|
|
|
|
|
|
|
|
6 |
Staff costs |
2023 |
|
2022 |
£ |
£ |
|
|
Wages and salaries |
895,742 |
|
819,171 |
|
Social security costs |
73,966 |
|
67,513 |
|
Other pension costs |
23,755 |
|
53,967 |
|
|
|
|
|
|
993,463 |
|
940,651 |
|
|
|
|
|
|
|
|
|
|
|
Average number of employees during the year |
Number |
Number |
|
|
Administration |
48 |
|
41 |
|
|
|
|
|
|
48 |
|
41 |
|
|
|
|
|
|
|
|
|
|
7 |
Interest payable |
2023 |
|
2022 |
£ |
£ |
|
|
Bank loans and overdrafts |
1,039 |
|
3,947 |
|
|
|
|
|
|
|
|
|
|
8 |
Taxation |
2023 |
|
2022 |
£ |
£ |
|
Analysis of charge in period |
|
Current tax: |
|
UK corporation tax on profits of the period |
202,132 |
|
141,752 |
|
|
|
|
|
|
|
|
|
|
Deferred tax: |
|
Origination and reversal of timing differences |
38,656 |
|
2,124 |
|
|
|
|
|
|
|
|
|
|
|
Tax on profit on ordinary activities |
240,788 |
|
143,876 |
|
|
|
|
|
|
|
|
|
|
|
Factors affecting tax charge for period |
|
The differences between the tax assessed for the period and the standard rate of corporation tax are explained as follows: |
|
|
|
|
|
|
|
2023 |
|
2022 |
£ |
£ |
|
Profit on ordinary activities before tax |
1,180,417 |
|
711,561 |
|
|
|
|
|
|
|
|
|
|
Standard rate of corporation tax in the UK |
20% |
|
19% |
|
£ |
£ |
|
Profit on ordinary activities multiplied by the standard rate of corporation tax |
|
236,083 |
|
135,197 |
|
|
Effects of: |
|
Expenses not deductible for tax purposes |
3 |
|
- |
|
Depreciation for period in excess of capital allowances |
(33,954) |
|
6,555 |
|
|
Current tax charge for period |
202,132 |
|
141,752 |
|
|
|
|
|
|
|
|
|
|
|
Factors that may affect future tax charges |
|
There are no particular factors expected to affect future tax charges. |
|
|
9 |
Intangible fixed assets |
£ |
|
Goodwill: |
|
|
Cost |
|
At 1 June 2022 |
125,000 |
|
At 31 May 2023 |
125,000 |
|
|
|
|
|
|
|
|
|
|
Amortisation |
|
At 1 June 2022 |
125,000 |
|
At 31 May 2023 |
125,000 |
|
|
|
|
|
|
|
|
|
|
Carrying amount |
|
At 31 May 2023 |
- |
|
|
|
|
|
|
|
|
|
|
Goodwill has been written off in equal annual instalments over its estimated economic life of 5 years. |
|
|
10 |
Tangible fixed assets |
|
|
Land and buildings |
|
Plant and machinery |
|
Motor vehicles |
|
Total |
|
|
At cost |
|
At cost |
|
At cost |
£ |
£ |
£ |
£ |
|
Cost or valuation |
|
At 1 June 2022 |
2,413,180 |
|
714,045 |
|
4,050 |
|
3,131,275 |
|
Additions |
- |
|
208,847 |
|
- |
|
208,847 |
|
At 31 May 2023 |
2,413,180 |
|
922,892 |
|
4,050 |
|
3,340,122 |
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
At 1 June 2022 |
459,514 |
|
649,070 |
|
1,773 |
|
1,110,357 |
|
Charge for the year |
28,877 |
|
54,764 |
|
570 |
|
84,211 |
|
At 31 May 2023 |
488,391 |
|
703,834 |
|
2,343 |
|
1,194,568 |
|
|
|
|
|
|
|
|
|
|
Carrying amount |
|
At 31 May 2023 |
1,924,789 |
|
219,058 |
|
1,707 |
|
2,145,554 |
|
At 31 May 2022 |
1,953,666 |
|
64,975 |
|
2,277 |
|
2,020,918 |
|
|
|
|
|
|
|
|
|
|
|
The company's investment properties have been included within land and buildings as the directors believe this is the most appropriate treatment. There is no effect on the balance sheet in the current or preceding year as a result of this classification. The cost of the property at 31 May 2023 amounted to £677,508. This property is not being depreciated. The directors consider that cost is representative of fair value under current market conditions. |
|
11 |
Investments |
Investments in |
subsidiary |
undertakings |
£ |
|
Cost |
|
At 1 June 2022 |
4 |
|
|
At 31 May 2023 |
4 |
|
The company holds 20% or more of the share capital of the following companies: |
|
Capital and |
Profit (loss) |
|
Company |
Shares held |
reserves |
for the year |
|
|
Class |
% |
£ |
£ |
|
Lamb & Gardiner (Coupar Angus) Limited |
Ordinary |
100 |
|
4 |
|
- |
|
|
12 |
Stocks |
2023 |
|
2022 |
£ |
£ |
|
|
Finished goods and goods for resale |
1,266,002 |
|
1,088,518 |
|
|
|
|
|
|
|
|
|
|
13 |
Debtors |
2023 |
|
2022 |
£ |
£ |
|
|
Trade debtors |
501,171 |
|
286,153 |
|
Other debtors |
608,409 |
|
402,306 |
|
|
|
|
|
|
1,109,580 |
|
688,459 |
|
|
|
|
|
|
|
|
|
|
|
Amounts due after more than one year included in: |
|
Other debtors |
124,115 |
|
73,605 |
|
|
|
|
|
|
|
|
|
|
14 |
Creditors: amounts falling due within one year |
2023 |
|
2022 |
£ |
£ |
|
|
Bank loans |
- |
|
38,319 |
|
Trade creditors |
998,370 |
|
1,571,603 |
|
Corporation tax |
252,642 |
|
141,752 |
|
Other taxes and social security costs |
55,620 |
|
54,287 |
|
Other creditors |
11,272 |
|
15,170 |
|
Accruals and deferred income |
132,065 |
|
101,462 |
|
|
|
|
|
|
1,449,969 |
|
1,922,593 |
|
|
|
|
|
|
|
|
|
|
15 |
Loans |
2023 |
|
2022 |
£ |
£ |
|
Analysis of maturity of debt: |
|
Within one year or on demand |
- |
|
38,319 |
|
|
|
|
|
|
|
|
|
|
The bank loans are secured by a standard security over the assets of the company. |
|
|
16 |
Deferred taxation |
2023 |
|
2022 |
£ |
£ |
|
|
Accelerated capital allowances |
53,622 |
|
14,966 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
2022 |
£ |
£ |
|
|
At 1 June |
14,966 |
|
12,842 |
|
Charged to the profit and loss account |
38,656 |
|
2,124 |
|
|
At 31 May |
53,622 |
|
14,966 |
|
|
|
|
|
|
|
|
|
|
Deferred tax assets and liabilities are offset where the company has legallly enforceable right to do so. The preceding is the analysis of deferred tax balances (after offset) for financial reporting purposes. |
|
|
17 |
Share capital |
Nominal |
|
2023 |
|
2023 |
|
2022 |
value |
Number |
£ |
£ |
|
Allotted, called up and fully paid: |
|
Ordinary shares |
£1 each |
|
10 |
|
6 |
|
10 |
|
|
|
|
|
|
|
|
|
|
18 |
Other reserves |
2023 |
|
2022 |
|
Capital redemption reserve |
£ |
£ |
|
|
Shares redeemed |
4 |
|
- |
|
|
At 31 May |
4 |
|
- |
|
|
|
|
|
|
|
|
|
|
19 |
Profit and loss account |
2023 |
|
2022 |
£ |
£ |
|
|
At 1 June |
7,378,425 |
|
6,860,740 |
|
Profit for the financial year |
939,629 |
|
567,685 |
|
Shares redeemed |
(3,007,790) |
|
- |
|
Dividends |
- |
|
(50,000) |
|
|
At 31 May |
5,310,264 |
|
7,378,425 |
|
|
|
|
|
|
|
|
|
|
20 |
Events after the reporting date |
|
|
The company received a VAT compliance check on 15th and 16th May 2024 that found a number of errors in the use of the VAT margin scheme for second-hand vehicles. Since the check, HMRC have issued additional VAT demands and interest totalling £14,095.86. It is possible that this figure may increase to an amount in excess of £40,000, but the process of checking paperwork is ongoing, and will result in accounting adjustments in the year ending 31 May 2024. |
|
|
21 |
Loans to directors |
|
Description and conditions |
B/fwd |
Paid |
Repaid |
C/fwd |
£ |
£ |
£ |
£ |
|
J A Ferguson |
|
Interest free and repayable on demand |
287,210 |
|
155,000 |
|
- |
|
442,210 |
|
|
C L Nicholson (resigned 8th July 2022) |
|
Interest free and repayable on demand |
7,210 |
|
- |
|
(7,210) |
|
- |
|
|
|
294,420 |
|
155,000 |
|
(7,210) |
|
442,210 |
|
|
|
|
|
|
|
|
|
|
22 |
Transactions with directors |
|
|
J A Ferguson has personally guaranteed the bank borrowings of the company. J A Ferguson also holds a controlling interest in Messrs. I & J Ferguson. During the year, Lamb & Gardiner Limited accrued management charges totalling £40,000 (2022: £40,000) payable to I & J Ferguson. The balance due to I & J Ferguson at 31 May 2023 was £48,000 (2022: £48,000). J A Ferguson has borrowed £435,000 from the company to help finance the cashflow requirements of a business venture in France. |
|
|
23 |
Controlling party |
|
|
The company was under the control of the director, Mr J A Ferguson, throughout the year. There were no transactions during the year between the company and Mr Ferguson, or with entities controlled by him, other than those disclosed in notes 21 and 22 to the accounts. |
|
|
24 |
Presentation currency |
|
|
The financial statements are presented in Sterling. Monetary amounts in these financial statements are rounded to the nearest pound. |
|
|
25 |
Legal form of entity and country of incorporation |
|
|
Lamb & Gardiner Limited is a private company limited by shares and incorporated in Scotland. |
|
|
26 |
Principal place of business |
|
|
The address of the company's principal place of business and registered office is: |
|
|
Union Street |
|
Coupar Angus |
|
Perthshire |
|
PH13 9AF |