The directors present the strategic report for the year ended 31 December 2023.
The Directors are very pleased with the 2023 performance of the Ciceley Group. The operating profit achieved in 2022 was a record total for Ciceley Commercials Ltd and 2023 very nearly emulated that feat. Ciceley was again one of the most profitable Commercial Vehicle Dealers in 2023. The Directors are looking to continue this performance into 2024, which they are confident will be another very successful year for the Company. We were very proud to be awarded the accolade of Mercedes Benz Truck After Sales Dealer of the Year for the third year in a row and also runner up in Mercedes Benz Van After Sales Dealer of the Year, both recognising our high level of customer satisfaction.
The Ciceley Group celebrated 50 years as a Mercedes-Benz Commercial Vehicle Franchise in 2023. The Company has achieved many great things in this time and looks forward to many further years of successfully representing the Mercedes Brand.
Ciceley has continued to invest in its staff and facilities along with security of the aforementioned and is proud to provide a high level of customer experience. The Company are now promoting the electrification of vehicles and in 2023 completed the investment of £650k in increasing the kVa across all its sites and installing vehicle fast charging solutions. The Ciceley Group now has ten 50kW DC chargers and twenty-one 22 kW AC chargers installed. 2023 also saw the start of upgrading all our sites to the new Mercedes-Benz CI (Corporate Identity) standards. Starting with our Bolton site in November 2023, all the sites will be completed by the end of 2024 at an estimated total investment of £2.25 million. This investment will transform the customer experience and also enhance the working environment for our staff considerably.
ESG is strategically very important to the Directors of Ciceley. In addition to the promotion of electrification of vehicles, Ciceley has invested £342k in 325 kw of solar panels across 3 of our sites with 216 kwh Battery storage. We are also proud to have installed 4 Beehives containing a total of 320,000 bees at two of our sites. Bees play a vital role in our environment, impacting both people and the planet. Bee populations have been declining globally over recent decades due to habitat loss, intensive farming practices, changes in weather patterns and the excessive use of agrochemicals such as pesticides. This in turn poses a threat to a variety of plants critical to human well-being and livelihoods.
The Ciceley Group has continued its focus on the core Mercedes-Benz Commercial Vehicle business. The Company prides itself in its customer service and with the help of the manufacturer is confident of achieving its sales and after sales growth aspirations in 2024 and beyond. The Directors are confident that the management team has the necessary skills to manage the situation.
The principal risk facing the Company is the impact that the covid pandemic and ongoing war in Ukraine is still having on the supply chain which is affecting the production of new vehicles and therefore the vehicle sales and after sales business. There is also a shortage of skilled workers in particular areas of the business. Consumer confidence has been steady in 2023 even though inflation has been at the highest level it has been for 30 years, interest rates at their highest for 14 years, and an ongoing conflict in Ukraine, all of which could still affect consumer confidence and therefore spending. The Directors are continually monitoring the situation and strategic decisions are made quickly to ensure Ciceley is best placed to deal with the challenges presented by these unprecedented circumstances. The Board of Directors are confident that the Commercial Vehicle sector will remain relatively strong.
Interest rate risk
The Group does not make use of overdraft facilities and uses instant access deposit accounts to service short term cash flow requirements. There is no risk from borrowings that are affected by changes to interest rates.
Liquidity risk
The Group makes efforts to manage the financial risk by the monitoring of cash flow to ensure that the Group is able to meet its foreseeable debts as they fall due and to invest any cash assets profitably.
Credit risk
The principal credit risk of the Group arises from its trade debtors. In order to manage this credit risk, the management set credit limits for customers based on a combination of third party credit references and payment history. These credit limits are reviewed monthly by the Directors along with aged debt.
Future Developments
The Group is in a strong position financially and is capable of funding any acquisitions or growth developments should the opportunities arise.
Turnover has decreased in 2023 by 2.4% to £157 million from £161 million in 2022. The Group’s Gross Profit figure increased by 2.51% from £17.9m in 2022 to £18.38m in 2023 and has increased from 11.17% of turnover in 2022 to 11.73% of turnover in 2023. This reflects the New and used van and truck vehicle gross profit % increasing from 5.6% in 2022 to 6.4% in 2023 with vehicle sales turnover representing 80% of the total turnover. Profit before tax for the year was £3.62m compared with £4.64m the previous year and there was a decrease in Net Profit margin from 2.39% in 2022 to 1.65% in 2023.
The Company has a strong balance sheet. Shareholder funds decreased to £11.95m from £13.36m and a dividend of £4m was paid. Return on Equity is good at 21.66% compared with 28.78% in 2022. The Ciceley Group has a strong, established management team that will enable it to maintain its strong balance sheet through 2024.
Stakeholder engagement
The s172 duty of the Companies Act 2016 requires directors to run the group for the benefit of its shareholders as a whole and in doing so the board should take into account the long-term impact of any decision, maintaining stakeholder relationships, the external impact of its activities and maintaining a reputation for high standards of business conduct. The following information sets out the ways in which these responsibilities are met.
Ciceley is very proud of its heritage as a privately-owned family run business. Three generations of the Morgan family are actively involved in the running of the business along with a Board of four Operational Directors who have a combined experience of 100 years in the Mercedes-Benz Commercial Vehicle Industry. This team of Directors meet regularly to discuss short, medium, and long-term objectives with regards to land and facilities, employees, customers, suppliers, marketing and opportunities for growth and development. The key objective is to carry on the success that Ciceley has earned as one of the top performing Mercedes-Benz Commercial Vehicle Dealers over the last decade.
Outlined below is how we engage with the key stakeholders that play a part in this success:
Employees
The employees at Ciceley are our most important asset and we encourage their engagement in the success of the Company through profit sharing and bonus schemes to reward performance in addition to industry leading pay rates. It is our team members who have achieved the remarkable results in 2023 and in August a one-off payment was made to every employee to celebrate 50 years of Ciceley’s partnership with Mercedes-Benz. The experience and knowledge of our employees is paramount in the success of the Company and as such retention of staff is a key KPI for the stakeholders in the business.
The safety and wellbeing of our employees is of paramount importance to us with regular communication through newsletters and management of the extensive support that is available from the Company. A new manager with the responsibility for HR and Facilities was recruited in 2022 to further enhance and develop the wellbeing, development, and overall happiness at work of our employees.
Mercedes-Benz offer a comprehensive range of training courses across all areas of the business which all employees are sent on to help them keep up to date with the latest vehicle technology and developments in their area of expertise. In house training courses are also provided on a broad range of subjects such as Competition Law, The Bribery Act and Cyber Security.
As noted in the Business Review, we spend a significant amount of money in constantly updating our facilities, along with all the equipment required to allow our employees to carry out their duties to a very high standard.
Business relationship with customers and suppliers
We invest heavily in the latest technology throughout our business so that we can continue to offer quality products at short lead times. Our customers value our high degree of expertise, reliability and value for money offerings. We have built a reputation for fair dealings in our interaction with both customers and suppliers alike.
Ciceley has an excellent relationship with Mercedes-Benz Vans and Mercedes-Benz Trucks. The Directors and management team are much respected members of the Dealer community, our advice being frequently sought by the manufacturer in terms of how their own policies would influence the network and we continue to support MBV and MBT with After Sales initiatives, many on behalf of other Dealers who lack the resource or fail to effect service measures and/or breakdown recovery in a timely manner.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2023.
The results for the year are set out on page 12.
Ordinary dividends were paid amounting to £4,000,000 (2022 - £4,000,000). The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The auditor, PM+M Solutions for Business LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting. The figures reported have been produced with the assistance of Boxfish who are experts in energy efficiency and have carried out an analysis of Ciceley’s operations with regards to energy consumption.
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per employee and also per £1 million of revenue, the recommended ratios for the sector.
We have installed smart meters across all sites and increased video conferencing technology for staff meetings to reduce the need for travel between sites.
All lighting refurbishments will be LED where applicable. Our Head Office, Darwen and Bolton lighting have been fully replaced with LED lighting. PIR’s have been used to control lights being on and off and balance lux levels. The electricity usage savings are showing at least a 30% reduction in the energy that the lights are using. Our Carlisle and Dumfries replacement lighting is planned for 2024. A voltage optimization system is also being looked at which could reduce electricity consumption by up to 10% by saving waste power usage.
Our Head Office (Blackburn), Darwen and Carlisle site have had solar panels installed on the roof. Battery storage technology will be utilised and we anticipate that at least 70% of our electricity usage will be solar power generated at these sites.
The Company car fleet has moved from diesel to hybrid and electric cars, and the sale and use of electric vans will start to increase. Company vans will be moved from diesel to electric as they are replaced. In 2024 the Company car fleet will be renewed with 75% of the vehicles being 100% electric and the remainder being hybrid vehicles with at least double the electric range of the current hybrid vehicles.
The sale and use of electric vans will continue to increase in 2024 now that they are in production and widely available from Mercedes-Benz, with new longer-range models entering the market. All our sites now have EV charging points installed.
Any actions identified and/or implemented and their subsequent impact will be reported in the accounts for year ended 31 December 2024.
We have audited the financial statements of Ciceley Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group statement of income and retained earnings, the group balance sheet, the company balance sheet, the group statement of cash flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
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 group and parent 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 group's and parent 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:
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.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
As explained more fully in the directors' responsibilities statement, 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.
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.
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.
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.
Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have considered the following:
the nature of the industry and sector, control environment and business performance including the design of the Group's remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets;
results of our enquiries of management about their own identification and assessment of the risks of irregularities;
the matters discussed among the audit engagement team including significant component audit teams and involving relevant specialists regarding how and where fraud might occur in the financial statements and any potential indicators of fraud;
any matters we identified having obtained and reviewed the Group's documentation of their policies and procedures relating to:
identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: timing of recognition of commercial income, posting of unusual journals and complex transactions; and manipulating the Group's performance profit measures and other key performance indicators to meet remuneration targets and externally communicated targets. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the Group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, employment law, health and safety regulations, pensions legislation and tax legislation.
Audit response to risks identified
Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
enquiring of management concerning actual and potential litigation and claims;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
reading minutes of meetings of those charged with governance and reviewing correspondence with HMRC; and
in addressing the identified risks of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £3,765,225 (2022 - £2,354,925 profit).
Ciceley Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Ciceley Lane, Blackburn, Lancashire, BB1 1HQ.
The group consists of Ciceley Limited and all of its subsidiaries.
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.
The 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 for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: The disclosure requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b), 11.48(c), 12.26, 12.27, 12.29(a), 12.29(b), and 12.29A.
The consolidated group financial statements consist of the financial statements of the parent company Ciceley Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Revenue comprises amounts recognised by the Company in respect of goods and services supplied during the period, exclusive of Value Added Tax and trade discounts.
The revenue streams of the business remain sale of motor vehicles supply of parts and accessories, and provision of service and repair facilities.
Revenue from the sale of motor vehicles represent the fair value of consideration received or receivable, net of returns and allowances, trade discounts and volume rebates. Revenue is recognised at a single point in time when control has been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, and there is no continuing management involvement with the goods.
Revenue from the sale of parts and accessories is recognised at a single point in time when control is transferred to the buyer, being the point of delivery or collection of goods.
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 recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group 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.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
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.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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.
Other financial assets, including investments in equity instruments which are not subsidiaries, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
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 group after deducting all of its 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.
Equity instruments issued by the group 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 group.
The tax expense represents the sum of the tax currently payable and deferred 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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
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 if, and only if, there is 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.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
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.
The directors have reconsidered the Revenue Recognition policy adopted regarding the sale of vehicles and the timing of when the revenue is recognised, while also having regard to the future provisions within FRS 102 that have been published in respect of Revenue Recognition. As a result, an amended policy has been adopted for the 2023 year, that has resulted in a prior year adjustment also being made to the comparative figures, as set out in note 29.
In the application of the group’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.
During the financial year, there were no significant judgments or key sources of estimation uncertainty.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2022 - 2).
From the 1 April 2023 the effective tax rate is 25%. During the period the effective tax rate has changed to 23.52%.
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 31 December 2023 are as follows:
A rights issue was undertaken on 1st January 2022 resulting in the issue at par of 2,000,000 new 3.2% Preference Shares of £1 each.
Other loans comprise amounts advanced by the directors and certain family trusts. Not all of the loans are subject to formal agreements. Interest paid on the amounts owed to the trusts has remained consistence at 3.2%. Interest rates paid on the amounts introduced by directors has increased in line with increasing Bank of England base rates across the period.
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 1 year. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The deferred tax asset set out above is not expected to reverse within 12 months and relates to the utilisation of tax losses against future expected profits of the same period. The deferred tax liability set out above is expected to reverse as these relate in the main to short term timing differences.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Contributions totalling £78,243 (2022: £64,990) were payable to the fund at the balance sheet date.
20,000 Ordinary shares were re-designated to Ordinary A, Ordinary B and Ordinary C shares on 1st January 2022.
A rights issue was undertaken on 1st January 2022 resulting in the issue at par of 2,000,000 new 3.2% Preference Shares of £1 each.
The Preference Shares and the 3.2% Preference Shares do not carry any rights to vote and the holders of such shares are entitled to a fixed cumulative dividend of 4.1% and 3.2% respectively.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows: