REGISTERED NUMBER: 08734338 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
AUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
REGISTERED NUMBER: 08734338 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
AUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 | to | 9 |
Report of the Directors | 10 | to | 12 |
Report of the Independent Auditors | 13 | to | 16 |
Consolidated Statement of Comprehensive Income | 17 |
Consolidated Statement of Financial Position | 18 |
Company Statement of Financial Position | 19 |
Consolidated Statement of Changes in Equity | 20 |
Company Statement of Changes in Equity | 21 |
Consolidated Statement of Cash Flows | 22 |
Notes to the Consolidated Statement of Cash Flows | 23 | to | 24 |
Notes to the Consolidated Financial Statements | 25 | to | 42 |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered accountants & statutory auditors |
Stone House |
Stone Road Business Park |
Stoke-On-Trent |
ST4 6SR |
BANKERS: | Barclays Bank Plc |
Town Road |
Hanley |
Stoke On Trent |
Staffordshire |
ST1 2PJ |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company was to be that of a holding company. |
The principal activities of the subsidiary undertakings continued to be that of motor vehicle sales, motor vehicle servicing, leasing, motor vehicle repairs, motor vehicle parts sales and property management. |
FINANCIAL HIGHLIGHTS |
Total Turnover £750.3 million. (2022:£659.9 million) |
Profit before Taxation £8.0 million. (2022: £10.2 million) |
Unit sales |
2023 |
2022 |
22 to 23 Change |
2021 |
21 to 22 Change |
New Car Retail | 8,936 | 7,757 | +15.2% | 6,143 | +26.3% |
New Car Corporate | 10,659 | 9,209 | +15.7% | 5,802 | +58.7% |
Used Car Retail | 9,667 | 9,159 | +5.5% | 9,393 | -2.5% |
Used Car Trade | 6,823 | 7,307 | -6.6% | 7,813 | -6.5% |
£ 's | £ 's | £ 's |
Parts Turnover | £46,753 | £42,279 | +10.6% | £30,182 | +37.2% |
Service Turnover | £15,075 | £13,845 | +8.7% | £11,916 | +16.4% |
MANUFACTURER REPRESENTATION (AT 31st DECEMBER 2023) |
Franchise Dealerships |
2023 |
2022 |
2021 |
2020 |
Hyundai | 7 | 7 | 7 | 7 |
Honda | 4 | 4 | 4 | 4 |
Renault | 4 | 4 | 2 | 2 |
Nissan | 3 | 3 | 3 | 3 |
Dacia | 4 | 4 | 2 | 2 |
Alpine | 1 | 1 | 0 | 0 |
Mazda | 2 | 2 | 2 | 2 |
Mitsubishi | 0 | 0 | 1 | 1 |
Volvo | 1 | 1 | 1 | 1 |
Isuzu | 0 | 0 | 0 | 1 |
MG | 3 | 3 | 0 | 0 |
GWM ORA | 1 | 0 | 0 | 0 |
Genesis | 1 | 0 | 0 | 0 |
Total Dealerships | 31 | 29 | 29 | 22 |
Non Franchised Outlets |
B&M Vehicle Sourcing |
1 |
1 |
1 |
1 |
Stoke ARC | 1 | 1 | 1 | 1 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
REVIEW OF BUSINESS |
The Board of Directors are proud to present its results for the 2023 year. It has been a challenging year within the Retail Motor Sector with some significant outside factors making huge impacts to the overall profitability of our organisation. Multiple increases in interest rates through 2023 meant an additional 1.25% of financing costs on both our short and medium-term borrowings as well as our day-to-day inventory stocking facilities provided by our Manufacturer partners. This burden added severe pressure to our fixed cost bases and was felt most within our sales departments. |
The Government announcement in Sept 2023 to extend the sale of New Petrol and Diesel vehicles past 2030 had a detrimental effect on what was an increasing retail Electric Vehicle market and this created a level of apathy from the consumer towards EV's which has continued through into 2024. Notwithstanding this the supply of EV's overall continued to increase through 2023 with a growing product range giving a much wider choice for the consumer. Within our own represented brands we have enjoyed considerable success with a much richer sales mix versus our peers. Our continued investment in EV charging infrastructure around all of our facilities demonstrates our commitment to offering a first class service to our customers and stands us on a great footing for the elimination of the combustion engine by the revised 2035 government deadline. |
We are committed to championing the benefits of EVs to all of our customers where we feel they would benefit from the change from a petrol or diesel alternative. Through education of all our employees, whichever department they operate within, in all of the aspects of EV ownership, we aim to improve the perception of EVs and in turn generate increased adoption of the many superb products we have to offer. Our group remains committed to expansion with new opportunities and in 2023 we welcomed the GWM ORA franchise and signed contracts to represent both Genesis and Omoda/ Jaecoo in 2024. All of these franchises have a weighted sales mix towards 100% Electric powered models. |
We have increased our overall unit sales through 2023 and our business has continued to benefit from its unique model, combined with the hard work and dedication of our exceptional team and the strong partnerships we have forged with our franchise partners. Our financial performance began well ahead of expectations in the early stages of 2023 and we continued to benefit from a healthy order book of new vehicle units that were previously undeliverable due to supply constraints in 2022. This eased considerably with most manufacturers as we progressed through 2023 and we are now seeing a steady return to what we would consider a normal consumer buying pattern. That said, the used car marketplace remains unsettled with shortages in certain product choices and an element of volatility with used EV valuations. |
Our investment within the B2B and B2C arena continued throughout 2023 and has provided increased capacity and solid returns whilst supporting our OEM relationships as the total amount of market participants reduce. The high level of fixed cost requires sales activity to be at scale within this area of the business and we enter 2024 with a significant order book and expect this substantial area of the organisation to continue to outperform its peers. |
There has been a varied level of performance between our franchise divisions versus 2022 and not all have been as successful as others. |
Further growth has been achieved within the Renault division, which also includes Dacia and Alpine and all sites have performed well versus both internal expectations and historical performances. 2023 produced a 10% increase in New Retail unit sales and a 15% increase in Used Retail which is a testament to the hard work of the teams in those franchise outlets. Our Hyundai division also performed well with new retail vehicle sales up 7% on the 2022 result as supply was consistent throughout 2023, used retail sales also increased by 136 units over our 7 outlets (6%). The greatest growth achieved was within our MG Motor division which had an increased new retail unit volume of 642 units, which is 93.4% up on 2022. Stock management and a clear pricing strategy has helped this value brand excel in the geographical areas that we represent. The used car and aftersales opportunities are still growing for MG Motors but we have seen a significant increase in our trade sales of MG parts, doubling in value from £395k to £790k year on year. In fact all of our brands have excelled with the sale of trade parts with our overall turnover increasing from £25.5m to £27.8m (9%). This is an area of the business where our reputation for quality of service and ability to deliver on our promises has spread by word of mouth to both body repair centres and independent service outlets alike, their hard-earned trust continues to be repaid by our hard-working delivery teams. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Solid performances with new retail sales from Nissan, Volvo and Mazda brands were all increased on the 2022 results. We did, however, feel a retraction of volumes within the Honda franchise through 2023, new retail 8% reduction and used retail a 7% reduction on the previous year. This is very much reflective of the Honda network in the UK but there are green shoots with new products being made available in the UK market through 2024 and a determination from the manufacturer to have a presence in the EV space. We have a very strong, long-standing relationship with the brand and continue to service an extremely loyal customer database to a very high standard. |
The used car market suffered from a significant price correction in the final calendar quarter of 2023 which had a detrimental impact on our second half used car financial performance and H2 profitability. |
Customer satisfaction remains at the heart of our business and we are committed to providing an industry leading consumer journey for all of our customers. Throughout the year we have harvested feedback using several independent platforms from many satisfied customers. They highlight product knowledge, good attitude and professionalism as the top characteristics they see in our sales teams. We will continue to invest in our employees through training and development to ensure they have the ability to deliver customer service at the highest possible level. Through 2024 we will implement a new internship scheme where we will develop the next generation of talent that will take our business forward. This scheme will expose individuals to each department of a retail motor dealership, also head office functions such as Accounts and Marketing to give a fully rounded education. Our people have always and will always be our most important asset and their representation of our culture will not be left to chance. |
We have taken great strides in the advancement of our marketing techniques through 2023 and will take this forward further into 2024. Our presence on social media through various channels has been well received and through innovative content we continue to build brand awareness, recognised within our sector with several acknowledgements and awards. |
When reflecting on the financial performance of 2023 we are extremely proud of the outcome and believe this sits as one of our best annual achievements in recent years. Although the financial result is less than that of the past two years, the journey has been a much tougher one and given the increases in costs, driven principally by interest rates and inflation, we feel that the company is on a very firm footing as we tackle the changes in the automotive landscape that the next few years will bring. The increasing number of new entrants into the UK vehicle market will no doubt destabilise the current incumbents and give a fresh choice to the consumer. These new entrants will need to overcome their lack of brand reputation in the UK which will not be easy as well as them building up confidence with those consumers who are willing to try something new. We have to acknowledge that the landscape is changing, and our organisation has always been open to new opportunities which will strengthen the company and add further options to our customer base. |
During 2024 we aim to take further steps towards managing the impact our organisation has on the environment as we look to become more efficient with our use of fuels within our premises and our vehicle fleet. We have processes in place that regularly monitor our usage of both Gas and Electricity at our sites which have resulted in significant reductions, and we continue to investigate renewable energy options for the future. We recognise our responsibility to the future and operating a sustainable organisation that will exist for the benefit of future generations is a priority. |
The future, as always, will no doubt bring challenges and obstacles for us to overcome but with a strong, stable leadership team we will endeavour to make the speedy decisions for the benefit of all of our stakeholders within the organisation. |
FUTURE DEVELOPMENTS |
The Group continues to develop both current and new relationships with our OEM, finance, insurance and technology partners in pursuit of opportunities to enhance the organisation for the future. We have an open dialogue with a number of new OEM entrants that are looking to expand into both the European and the UK market and any decision we take will be with the best interests of all of our enlightened shareholders at the forefront. The only certainty within the retail motor industry for the medium term is change, and we, as an organisation, aim to ensure that we engage with all partners and fully explore all opportunities on their own merits as these present themselves. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
We will continue investments in technology to advance both our customer experiences as well as that of our employees and be open minded to new initiatives that the changing landscape of global retail in general is experiencing. Within our businesses the focus of the senior team is always on the future and making changes that will benefit the entire organisation on multiple levels. |
REVIEW OF BUSINESS RISK |
There are a range of risks and uncertainties facing the company and the comments listed below are not intended to be exhaustive. The focus is on those specific risks and uncertainties that the Directors believe could have a significant impact on the company's performance. |
As with many organisations of our size, the business environment in which we operate continues to be challenging. In particular the retail vehicle market in the UK, which, over the last few years, has reduced significantly in size. A direct result of less new vehicles sold during the past few years has been and will continue to be a reduction in the used car market and our ability to source inventory. |
CO2 emission regulations will also have a significant effect on the industry over the coming years with the UK government committing to the phasing out of Petrol and Diesel cars and other vehicles by 2035. There are still huge upgrades required to the charging infrastructure in the UK to be able to accommodate this increase in the number of Electric Vehicles that will be on our roads and it remains an open question how this will be achieved. |
A significant number of vehicle manufacturers are showing a predilection towards a "direct to customer" new car sales model, this brings a change from the traditional dealer / customer relationship and creates uncertainty around the financial outcomes for franchised dealers. This is a plan that has been implemented in other countries but has yet to be a proven, successful route to market. Whilst our exposure to this has been limited, we will give our best endeavours towards making this a success within our organisation with each of our manufacturer partners. |
Ultimately levels of business activity and profitability will be dependent on factors such as consumer confidence, product cycles, general economic activity and the high levels of inflation we're experiencing surrounding energy, payroll and the associated taxes. |
The company will strive to provide an innovative service to its existing client base, alongside continued exploitation of all the internet & social media platforms to develop in a profitable way, in what still remains to be an extremely price sensitive market. |
With these risks and uncertainties in mind, we are aware that any plans for the future development of the group may be subject to unforeseen events outside of our control. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
SECTION 172(1) STATEMENT |
The Board of Directors always consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a)-(f) of the Companies Act 2006) in the decisions taken during the year ended 31 December 2023. |
Our plan is designed to have a long-term beneficial impact on the company and to contribute to its success in delivering a high quality of service across all of our business divisions. |
Our team members are fundamental to the delivery of our plan. We aim to be a responsible employer in our approach to the pay and benefits our team members receive. The health, safety and well-being of our team members is one of our primary considerations in the way we do business. Engagement with suppliers and customers is also key to our success. We meet with our major manufacturing partners regularly throughout the year and take the appropriate action, when necessary, to prevent involvement in modern slavery, corruption, bribery and breaches of competition law. |
Our plan took into account the impact of the Group's operations on the community and environment and our wider social responsibilities, in particular how we comply with environmental legislation and pursue waste-saving opportunities and react promptly to local community concerns. |
As the Board of Directors, our intention is to behave responsibly and ensure that the management operates the business in a responsible manner, operating within the high standards of business conduct and good governance expected from a business such as ours and in doing so, will contribute to the delivery of our plan. The intention is to nurture our reputation, through both the construction and delivery of our plan that reflects our beliefs and culture. |
As the Board of Directors, our intention is to behave responsibly towards all our enlightened shareholders and treat them fairly and equally, so they too may benefit from the successful delivery of our plan. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS |
We will continue to strengthen our relationship with all of our long term brand partners, customers and suppliers through these periods of change and remain able and willing to adapt to whatever requirements are necessary to ensure a successful outcome for all stakeholders. |
Stakeholder |
Why it is important to engage |
Ways to engage |
Stakeholders' key interests |
Customers | Engagement with our customers enables us to understand our customers' needs and empowers us to deliver relevant models and aftersales services whilst retaining existing customers and attracting new ones. |
Website, Social media, face to face, telephone and satisfaction surveys |
Availability of range and aftersales services together with convenience, reliability, trust and the ability to officially engage. |
Employees | Engagement between our employees and our customers is the primary method by which we are able to exhibit the Holdcroft Brand. Our employees are fundamental In delivering the customer experience and the key to our business success. |
Recognition and reward environment, regular training and apprenticeship programmes |
Career progression, remuneration and benefits, training and development, employee interaction and well-being. |
Suppliers | Engagement with our supply chain ensures that we are able to supply our customers with the models and aftersales products they desire whilst maintaining supply security as far as possible. |
Regular supplier meetings building upon long term relationships, product updates, corporate image maintenance and infrastructure support. |
Logistical efficiencies, cost efficiencies, maintenance of quality product supply and good working relationships. |
Government | Policies and regulatory changes may provide opportunities or pose risks to our operations. |
Engaging with HMRC, VOSA, DVLA, OZEV etc. Submission of tax returns and payment of tax. |
Payment of the correct tax at the correct time. Compliance with laws and regulations. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
ETHOS |
The ongoing priorities of the business are to consolidate our position and culture within the communities we serve by providing a total customer experience from the initial sales process through to customer service, support and satisfaction. A comprehensive internal and external training and coaching program further supports our aims in providing an unrivalled, consultative experience for all our customers. By achieving this we aim to lead our industry as "the best place to work" for all our employees. |
REGULATORY COMPLIANCE |
The Group is subject to regulatory compliance risk which could arise from a failure to comply with relevant law, regulation or codes of practice. Failure to comply would result in fines, cessation of some business activities or a public reprimand. The Group mitigates this risk through a close monitoring and audit of regulatory compliance. |
ENVIRONMENTAL POLICY |
The Group recognises its "Duty of Care" towards the environment whilst carrying out its business activities. The Group always places considerable importance on complying with both legal and moral obligations towards the environment. |
The Group aims to encourage the reduction of energy and water consumption. Use is made of the latest building materials in the construction of new sites and the refurbishment of existing locations. For instance, modern heating and lighting controls are used. The Group will assess any and all significant environmental impacts from its operations and will take the appropriate steps to reduce and manage these risks. |
NON-FINANCIAL KEY PERFORMANCE INDICATORS |
We use many different measurements within the organisation to monitor performance, both financial and non-financial on a daily, weekly and monthly basis. Customer feedback grants us the best possible data around how they feel we have performed versus their expectations, and we canvass this opinion through a number of channels. We periodically ask for feedback when we interact with our customers following either a sale or a service and these questionnaires help us to identify any training or recruitment needs. We also encourage feedback through open channels such as Google Reviews which we monitor daily and have a robust system in place to both respond to and provide action to positive and negative instances alike. We work towards improving these scores on a daily basis and task ourselves with achieving an industry leading standard. |
FINANCIAL KEY PERFORMANCE INDICATORS |
The Directors monitor the company's progress against its strategic objectives and the financial performance of the company's operations on an extremely regular basis. We consider that our key financial performance indicators are those that communicate the financial performance and strength of the company as a whole; these being turnover, gross margin, return on sales and return on capital employed. |
Turnover (Growth) |
Growth comes from taking considered risks after studying and analysing our market place in conjunction with the new product opportunities available to us. |
For the financial year to 31 December 2023, turnover was £750,289,029 (2022 £659,938,785). |
Gross Margin |
As previously stated, the vehicle market in the UK is highly competitive and margins continue to be pressured. This years' gross margin was £56,036,980 (7.5%) versus a 2022 result of £53,124,865 (8.0%). |
Return on Sales |
The return on sales for 2023 was 1.07% (pre-taxation) compared to a 2022 result of 1.54%. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Return on Capital Employed |
There are a number of methods employed to calculate this particular profitability ratio. The method we have adopted is as follows: |
[Pre tax net profit] / [net asset value] x 100 |
Return on capital employed at 31 December 2023 was 18.42% versus 25.53% in the year to 31 December 2022. |
ON BEHALF OF THE BOARD: |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
DIVIDENDS |
Dividends paid during the year amounted to £3,812,100. The directors have recommended that there be no final dividend. |
FUTURE DEVELOPMENTS |
The likely future developments of the business are included in the strategic report. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
Other changes in directors holding office are as follows: |
GOING CONCERN |
The Group meets its day-to-day working capital requirements through its bank provided finance facilities and vehicle stocking loans. The Group's forecast and projections, taking account of reasonably possible changes in trading performance, show that the Group should easily be able to operate within the level of its current facilities. The Group has regular discussions with its bankers about its current and future borrowing needs and understands that future requirements will be agreed on acceptable terms. Our overdraft facilities have been renewed post year end with our bankers, Barclays Bank and we will be also reviewing our medium term borrowings through 2024 with them. |
The Directors have a reasonable expectation that the Company and Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and financial statements. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
EMPLOYMENT POLICY |
The groups' policy is to consult, coach and discuss with employees, through staff councils and at meetings, matters likely to affect employees' interest. All principal decisions taken by the company during the financial year are aimed at enhancing both the interests of the business and the interest of its employees' who are the enablers of its success. |
Information of matters of concern to employees is given through weekly information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the groups' performance on a monthly basis via a dedicated employee portal. |
There is no employee share scheme at present but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the groups' performance. |
The groups' policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed a career plan is developed so as to ensure suitable opportunities for each disabled person. Arrangements are made wherever possible, for retaining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities. |
STREAMLINED ENERGY AND CARBON REPORTING |
This section includes our mandatory reporting of energy and greenhouse gas emissions for the period 1 January 2023 to 31 December 2023 pursuant to the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, implementing the government's Streamlined Energy and Carbon Reporting (SECR) policy. |
Our methodology to calculate our greenhouse gas emissions is based on the 'Environmental Reporting Guidelines: Including streamlined energy and carbon reporting guidance (March 2019)' issued by DEFRA, using DEFRA's 2021 and 2022 conversion factors as appropriate. In some cases, consumption has been extrapolated from available data or direct comparison made to a comparable period. |
We report using a financial control approach to define our organisational boundary. We have reported all material emission sources required by the regulations for which we deem ourselves to be responsible and have maintained records of all source data and calculations. |
No energy efficiency actions have been taken during the reporting period. The table below includes total energy consumption (reported as kWh) and greenhouse gas emissions for the sources required by the regulations, along with our intensity ratio. |
01/01/2023 - 31/12/2023 |
01/01/2022 - 31/12/2022 |
Total Energy Consumption - Used for Emissions Calculation (kWh) | 10,650,145 | 13,529,670 |
Gas Combustion Emissions, Scope 1 (tCO2e) | 647 | 772 |
Purchased Electricity Emissions, Scope 2 (tCO2e) | 624 | 614 |
Vehicle Fuel Combustion Emissions, Scope 1 (tCO2e) | 970 | 1,464 |
Vehicle Fuel Combustion Emissions, Scope 3 (tCO2e) | 0 | 0 |
Total Gross Reported Emissions (tCO2e) | 2,241 | 2,850 |
Turnover (£m) | 750 | 660 |
Intensity Ratio: Turnover (tCO2e / £m) | 3.0 | 4.3 |
DISCLOSURE IN THE STRATEGIC REPORT |
The company has chosen in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out in the company's strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 in relation to future developments of the group. |
The strategic report can be found on pages 2 to 9 of these financial statements. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors are deemed to have been re-appointed in accordance with section 487 of the Companies Act 2006. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
Opinion |
We have audited the financial statements of T.G. HOLDCROFT (HOLDINGS) LIMITED (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where 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. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page twelve, 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 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 group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
Auditors' 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 a Report of the Auditors 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. |
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 considered the following: |
• | the nature of the industry and sector, control environment and business performance including the design of the group 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; |
• | any matters we identified having obtained and reviewed the group 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 noncompliance; |
- | 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; |
• | the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. |
Based on this approach, we were able to assess the group risks and ensure the risks were considered throughout all areas of audit testing across all group companies. The audit team was professionally sceptical throughout the audit and remained alert for inaccurate or misleading information. |
Audit response to risks identified |
As a result of performing the above, we identified Financial Conduct Authority and Health and Safety compliance risk as key audit matters related to the potential risk of fraud or irregularities. |
Our procedures to respond to risks identified included the following: |
• reviewing any audits completed by regulatory bodies in the year and the outcomes of these to ensure no breach of laws and regulations; |
• 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; |
• obtaining an understanding of provisions and held discussions with management to understand the basis of recognition or non-recognition of tax provisions; and |
• in addressing the risk 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
T.G. HOLDCROFT (HOLDINGS) LIMITED |
Audit testing was completed on a targeted sample basis based on our assessment of risk and materiality. Due 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, 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 fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations. |
As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also: |
- | Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. |
- | Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group's internal control. |
- | Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. |
- | Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group or the parent company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Report of the Auditors to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Report of the Auditors. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern. |
- | Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. |
- | Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express and opinion on the consolidated financial statements. |
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. |
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 a Report of the Auditors 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. |
for and on behalf of |
Chartered accountants & statutory auditors |
Stone House |
Stone Road Business Park |
Stoke-On-Trent |
ST4 6SR |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
31.12.23 | 31.12.22 |
Notes | £ | £ |
TURNOVER | 4 | 750,289,029 | 659,938,785 |
Cost of sales | (694,252,049 | ) | (606,813,920 | ) |
GROSS PROFIT | 56,036,980 | 53,124,865 |
Administrative expenses | (44,814,261 | ) | (41,685,578 | ) |
11,222,719 | 11,439,287 |
Other operating income | 140,000 | 140,000 |
OPERATING PROFIT | 6 | 11,362,719 | 11,579,287 |
Interest payable and similar expenses | 8 | (3,321,021 | ) | (1,355,468 | ) |
PROFIT BEFORE TAXATION | 8,041,698 | 10,223,819 |
Tax on profit | 9 | (1,745,374 | ) | (1,645,400 | ) |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
6,296,324 |
8,578,419 |
Profit attributable to: |
Owners of the parent | 6,296,324 | 8,578,419 |
Total comprehensive income attributable to: |
Owners of the parent | 6,296,324 | 8,578,419 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
31 DECEMBER 2023 |
31.12.23 | 31.12.22 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 12 | 2,751,716 | 2,819,982 |
Tangible assets | 13 | 50,367,069 | 47,773,073 |
Investments | 14 | - | - |
53,118,785 | 50,593,055 |
CURRENT ASSETS |
Stocks | 15 | 86,295,192 | 80,952,626 |
Debtors | 16 | 30,588,337 | 27,583,645 |
Cash at bank and in hand | 700 | 2,069,262 |
116,884,229 | 110,605,533 |
CREDITORS |
Amounts falling due within one year | 17 | (116,054,271 | ) | (108,962,777 | ) |
NET CURRENT ASSETS | 829,958 | 1,642,756 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
53,948,743 |
52,235,811 |
CREDITORS |
Amounts falling due after more than one year |
18 |
(8,634,836 |
) |
(11,024,516 |
) |
PROVISIONS FOR LIABILITIES | 21 | (1,648,826 | ) | (1,169,310 | ) |
NET ASSETS | 43,665,081 | 40,041,985 |
CAPITAL AND RESERVES |
Called up share capital | 22 | 192,431 | 192,431 |
Share premium | 23 | 9,587,980 | 9,587,980 |
Revaluation reserve | 23 | 4,683,405 | 3,617,457 |
Merger reserve | 23 | 12,198,733 | 12,198,733 |
Retained earnings | 23 | 17,002,532 | 14,445,384 |
43,665,081 | 40,041,985 |
The financial statements were approved by the Board of Directors and authorised for issue on 30 July 2024 and were signed on its behalf by: |
C Greenhall - Director |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
COMPANY STATEMENT OF FINANCIAL POSITION |
31 DECEMBER 2023 |
31.12.23 | 31.12.22 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 12 |
Tangible assets | 13 |
Investments | 14 |
CURRENT ASSETS |
Debtors | 16 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 17 | ( |
) | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
18 |
( |
) |
( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 22 |
Share premium | 23 |
Revaluation reserve | 23 |
Retained earnings | 23 |
Company's profit for the financial year | 5,448,231 | 8,037,354 |
The financial statements were approved by the Board of Directors and authorised for issue on |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Share |
capital | earnings | premium |
£ | £ | £ |
Balance at 1 January 2022 | 192,431 | 9,716,733 | 9,587,980 |
Changes in equity |
Transfer between revaluation reserve and profit and loss reserve |
- |
449,732 |
- |
Dividends | - | (4,299,500 | ) | - |
Total comprehensive income | - | 8,578,419 | - |
Balance at 31 December 2022 | 192,431 | 14,445,384 | 9,587,980 |
Changes in equity |
Transfer between revaluation reserve and profit and loss reserve |
- |
72,924 |
- |
Dividends | - | (3,812,100 | ) | - |
Total comprehensive income | - | 6,296,324 | - |
Balance at 31 December 2023 | 192,431 | 17,002,532 | 9,587,980 |
Revaluation | Merger | Total |
reserve | reserve | equity |
£ | £ | £ |
Balance at 1 January 2022 | 4,567,839 | 12,198,733 | 36,263,716 |
Changes in equity |
Transfer between revaluation reserve and profit and loss reserve |
(449,732 |
) |
- |
- |
Revaluation in the year | (500,650 | ) | - | (500,650 | ) |
Dividends | - | - | (4,299,500 | ) |
Total comprehensive income | - | - | 8,578,419 |
Balance at 31 December 2022 | 3,617,457 | 12,198,733 | 40,041,985 |
Changes in equity |
Transfer between revaluation reserve and profit and loss reserve |
(72,924 |
) |
- |
- |
Revaluation in the year | 1,138,872 | - | 1,138,872 |
Dividends | - | - | (3,812,100 | ) |
Total comprehensive income | - | - | 6,296,324 |
Balance at 31 December 2023 | 4,683,405 | 12,198,733 | 43,665,081 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Share | Revaluation | Total |
capital | earnings | premium | reserve | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2022 |
Changes in equity |
Dividends | - | ( |
) | - | - | ( |
) |
Total comprehensive income | - | - |
Balance at 31 December 2022 |
Changes in equity |
Dividends | - | ( |
) | - | - | ( |
) |
Total comprehensive income | - | - |
Balance at 31 December 2023 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
31.12.23 | 31.12.22 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 6,015,351 | 14,246,202 |
Interest paid | (3,321,021 | ) | (1,355,468 | ) |
Tax paid | (2,078,648 | ) | (2,851,357 | ) |
Net cash from operating activities | 615,682 | 10,039,377 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (2,402,579 | ) | (2,246,864 | ) |
Sale of tangible fixed assets | 606,600 | 630,702 |
Net cash from investing activities | (1,795,979 | ) | (1,616,162 | ) |
Cash flows from financing activities |
New loans in year | - | 2,128,967 |
Loan repayments in year | (2,403,448 | ) | (2,100,914 | ) |
Capital repayments in year | (538,818 | ) | (124,421 | ) |
Amount withdrawn by directors | (3,337,536 | ) | (6,494,824 | ) |
Net cash from financing activities | (6,279,802 | ) | (6,591,192 | ) |
(Decrease)/increase in cash and cash equivalents | (7,460,099 | ) | 1,832,023 |
Cash and cash equivalents at beginning of year |
2 |
2,069,262 |
237,239 |
Cash and cash equivalents at end of year |
2 |
(5,390,837 |
) |
2,069,262 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | RECONCILIATION OF PROFIT FOR THE FINANCIAL YEAR TO CASH GENERATED FROM OPERATIONS |
31.12.23 | 31.12.22 |
£ | £ |
Profit for the financial year | 6,296,324 | 8,578,419 |
Depreciation charges | 868,307 | 1,760,024 |
Loss/(profit) on disposal of fixed assets | 54,793 | (31,367 | ) |
Impairment of fixed assets | 73,173 | (35,650 | ) |
Finance costs | 3,321,021 | 1,355,468 |
Taxation | 1,745,374 | 1,645,400 |
12,358,992 | 13,272,294 |
Increase in stocks | (4,777,860 | ) | (27,879,287 | ) |
Increase in trade and other debtors | (3,018,099 | ) | (12,372,637 | ) |
Increase in trade and other creditors | 1,452,318 | 41,225,832 |
Cash generated from operations | 6,015,351 | 14,246,202 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 31 December 2023 |
31.12.23 | 1.1.23 |
£ | £ |
Cash and cash equivalents | 700 | 2,069,262 |
Bank overdrafts | (5,391,537 | ) | - |
(5,390,837 | ) | 2,069,262 |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 2,069,262 | 237,239 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | ANALYSIS OF CHANGES IN NET DEBT |
Other |
non-cash |
At 1.1.23 | Cash flow | changes | At 31.12.23 |
£ | £ | £ | £ |
Net cash |
Cash at bank |
and in hand | 2,069,262 | (2,068,562 | ) | 700 |
Bank overdrafts | - | (5,391,537 | ) | (5,391,537 | ) |
2,069,262 | (7,460,099 | ) | (5,390,837 | ) |
Debt |
Finance leases | (712,284 | ) | 538,818 | (745,266 | ) | (918,732 | ) |
Debts falling due |
within 1 year | (2,403,448 | ) | 2,403,448 | (2,403,448 | ) | (2,403,448 | ) |
Debts falling due |
after 1 year | (10,668,103 | ) | - | 2,403,448 | (8,264,655 | ) |
(13,783,835 | ) | 2,942,266 | (745,266 | ) | (11,586,835 | ) |
Total | (11,714,573 | ) | (4,517,833 | ) | (745,266 | ) | (16,977,672 | ) |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
T.G. HOLDCROFT (HOLDINGS) LIMITED is a |
The company is a parent company which directly holds investments in several trading subsidiaries. |
2. | STATEMENT OF COMPLIANCE |
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. |
3. | ACCOUNTING POLICIES |
BASIS OF PREPARING THE FINANCIAL STATEMENTS |
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss. |
The financial statements are prepared in sterling, which is the functional currency of the entity. |
FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS |
The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102: |
- No cash flow statement has been presented for the company. |
- No disclosure has been given for the aggregate remuneration of key management personnel. |
BASIS OF CONSOLIDATION |
The consolidated financial statements incorporate the financial statements of the company and all group undertakings. These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method and goodwill on consolidation is capitalised. Acquisitions in exchange for shares where the fair value of the assets acquired exceeds the nominal value of the shares issued, are included in a merger reserve in accordance with section 612 of the Companies Act 2006. The results of companies acquired or disposed of are included in the profit and loss account after or up to the date that control passes respectively. As a consolidated statement of comprehensive income is published, a separate statement of comprehensive income for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
Significant judgements |
The judgements (apart from those involving estimations) that management has made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows: |
The carrying value of stock at the year end is reviewed in accordance with expected selling value. Demonstrator models are generally written down by 3% each month unless use would require a more appropriate percentage. Demonstrators that are intended to be used in the business for over twelve months are capitalised as tangible fixed assets and written off over the estimated useful life of 10 years. Used cars are valued against CAP (current auction price) values to ensure their carrying values are reliable. |
Investment properties |
The investment properties that have been revalued during the year and are considered to be stated at their open market value at the statement of financial position date. The directors judge the valuations to be reasonable based on their experience of the market. |
Key sources of estimation uncertainty |
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as described below. |
As described in the accounting policies of the financial statements, depreciation of intangible and tangible fixed assets has been based on estimated useful lives and residual values deemed appropriate by the directors. Estimated useful lives and residual lives are reviewed annually and revised as appropriate. Revisions take in to account actual asset lives and residual values as evidenced by disposals during current and prior accounting periods. |
REVENUE RECOGNITION |
Turnover represents the total invoice value, excluding value added tax, of sales made during the year, together with commissions and bonuses received as a direct consequence of the invoiced amounts. |
Revenue is recognised in the period in which the work is completed. |
GOODWILL |
Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight-line basis over its useful life. |
AMORTISATION |
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows: |
Goodwill - 50 years straight line |
If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
TANGIBLE FIXED ASSETS |
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. |
An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss. |
The groups policy is to carry all assets at historical cost, except for freehold land and buildings which have been included in the statement of financial position at valuation. |
DEPRECIATION |
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows: |
Freehold property | - Not depreciated |
Plant & Machinery | - 20% straight line |
Fixtures & Fittings | - 20% straight line |
Motor Vehicles | - 25% reducing balance and 10% straight line |
A full years depreciation is charged in the year of purchase but no depreciation is charged in the year of sale. |
Depreciation on freehold buildings is not provided, as any uncharged depreciation for the year and the accumulated uncharged depreciation would be immaterial in aggregate, as a result of the groups policy to maintain its properties in good condition, which substantially prolongs their useful life, and the estimated high residual value of the properties. |
Tangible fixed assets which are not depreciated will be reviewed for impairment annually by the directors. |
IMPAIRMENT OF FIXED ASSETS |
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. |
For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. |
For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
STOCKS |
Motor vehicle stocks are stated at the lower of net purchase price and net realisable value. A review of the net realisable values of stock is conducted on a regular basis and values are adjusted to prevailing market value. The market value is assessed with reference to external benchmarking publications and applying historical industry knowledge on the pricing of those vehicles. by reference to make and specific models. We also ensure stocks that exist at the year end are valued correctly by sampling against further post year end actual sales data. Whilst this data is deemed representative of current values it is possible that ultimate sales values can vary from those applied. |
Parts stocks are valued on a first-in, first-out basis and are written down to net realisable value by providing for obsolescence on a time in stock based formula approach. |
Consignment vehicle inventories are regarded as being effectively under the control of the company and are included within stock on the balance sheet as the company has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset. Control includes the ability to prevent other entities from directing the use of, and obtaining the benefits from, an asset even though legal title has not yet passed. The corresponding liability is included in trade creditors. |
FINANCIAL INSTRUMENTS |
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. |
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
Debt instruments are subsequently measured at amortised cost. |
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. |
For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. |
Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised. |
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 entity after deducting all of its financial liabilities. |
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. |
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
TAXATION |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
DEFERRED TAX |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
PENSION COSTS AND OTHER POST-RETIREMENT BENEFITS |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
EMPLOYEE BENEFITS |
The Group provides a range of benefits to employees. |
Short term benefits, including holiday pay, are recognised as an expense in the profit and loss account in the period in which they are incurred. |
4. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
31.12.23 | 31.12.22 |
£ | £ |
Sale of goods | 750,289,029 | 659,938,785 |
750,289,029 | 659,938,785 |
An analysis of turnover by geographical market is given below: |
31.12.23 | 31.12.22 |
£ | £ |
United Kingdom | 750,289,029 | 659,938,785 |
750,289,029 | 659,938,785 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
5. | EMPLOYEES AND DIRECTORS |
31.12.23 | 31.12.22 |
£ | £ |
Wages and salaries | 25,141,298 | 23,069,140 |
Social security costs | 2,497,661 | 2,386,404 |
Other pension costs | 627,421 | 583,254 |
28,266,380 | 26,038,798 |
The average number of employees during the year was as follows: |
31.12.23 | 31.12.22 |
Directors | 6 | 5 |
Administration | 204 | 198 |
Other | 441 | 414 |
31.12.23 | 31.12.22 |
£ | £ |
Directors' remuneration | 531,027 | 119,259 |
Directors' pension contributions to money purchase schemes | 17,925 | 12,500 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 4 | 2 |
Information regarding the highest paid director for the year ended 31 December 2023 is as follows: |
31.12.23 |
£ |
Emoluments etc | 268,067 |
Pension contributions to money purchase schemes | 2,455 |
6. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
31.12.23 | 31.12.22 |
£ | £ |
Depreciation - owned assets | 800,041 | 1,691,758 |
Loss/(profit) on disposal of fixed assets | 54,793 | (31,367 | ) |
Goodwill amortisation | 68,266 | 68,266 |
Impairment of fixed assets | 298,173 | 114,350 |
Reversal of impairment of fixed assets | (225,000 | ) | (150,000 | ) |
7. | AUDITORS' REMUNERATION |
31.12.23 | 31.12.22 |
£ | £ |
Fees payable to the company's auditors and their associates for the audit of the company's financial statements |
97,448 |
85,796 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
31.12.23 | 31.12.22 |
£ | £ |
Bank interest | 950,793 | 516,286 |
Manufacturer stocking interest | 2,367,346 | 826,569 |
Other interest payable and similar charges | 2,882 | 12,613 |
3,321,021 | 1,355,468 |
9. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
31.12.23 | 31.12.22 |
£ | £ |
Current tax: |
UK corporation tax | 1,659,043 | 2,031,156 |
Adjustments in respect of previous years | - | (65,427 | ) |
Total current tax | 1,659,043 | 1,965,729 |
Deferred tax | 86,331 | (320,329 | ) |
Tax on profit | 1,745,374 | 1,645,400 |
RECONCILIATION OF TOTAL TAX CHARGE INCLUDED IN PROFIT AND LOSS |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
31.12.23 | 31.12.22 |
£ | £ |
Profit before tax | 8,041,698 | 10,223,819 |
Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
2,010,425 |
1,942,526 |
Effects of: |
Expenses not deductible for tax purposes | (1,305 | ) | 62,721 |
Capital allowances in excess of depreciation | (159,392 | ) | (264,868 | ) |
Utilisation of tax losses | - | (29,552 | ) |
Adjustments to tax charge in respect of previous periods | - | (65,427 | ) |
Change in rates | (104,354 | ) | - |
Total tax charge | 1,745,374 | 1,645,400 |
10. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
11. | DIVIDENDS |
31.12.23 | 31.12.22 |
£ | £ |
Dividends paid during the year | 3,812,100 | 4,299,500 |
12. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 | 7,470,054 |
AMORTISATION |
At 1 January 2023 | 4,650,072 |
Amortisation for year | 68,266 |
At 31 December 2023 | 4,718,338 |
NET BOOK VALUE |
At 31 December 2023 | 2,751,716 |
At 31 December 2022 | 2,819,982 |
The company has no intangible assets. |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
13. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Freehold | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
COST OR VALUATION |
At 1 January 2023 | 45,387,801 | 9,122,849 | 175,360 | 1,903,025 | 56,589,035 |
Additions | 234,469 | 687,065 | - | 1,661,605 | 2,583,139 |
Disposals | - | - | - | (773,032 | ) | (773,032 | ) |
Revaluations | 1,545,464 | - | - | - | 1,545,464 |
Impairments | (298,173 | ) | - | - | - | (298,173 | ) |
Reversal of impairments | 225,000 | - | - | - | 225,000 |
At 31 December 2023 | 47,094,561 | 9,809,914 | 175,360 | 2,791,598 | 59,871,433 |
DEPRECIATION |
At 1 January 2023 | - | 8,168,745 | 117,474 | 529,743 | 8,815,962 |
Charge for year | - | 498,576 | - | 301,465 | 800,041 |
Eliminated on disposal | - | - | - | (111,639 | ) | (111,639 | ) |
At 31 December 2023 | - | 8,667,321 | 117,474 | 719,569 | 9,504,364 |
NET BOOK VALUE |
At 31 December 2023 | 47,094,561 | 1,142,593 | 57,886 | 2,072,029 | 50,367,069 |
At 31 December 2022 | 45,387,801 | 954,104 | 57,886 | 1,373,282 | 47,773,073 |
Cost or valuation at 31 December 2023 is represented by: |
Fixtures |
Freehold | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
Valuation in 2015 | 1,108,546 | - | - | - | 1,108,546 |
Valuation in 2016 | 306,888 | - | - | - | 306,888 |
Valuation in 2017 | 255,000 | - | - | - | 255,000 |
Valuation in 2018 | 932,880 | - | - | - | 932,880 |
Valuation in 2019 | (182,209 | ) | - | - | - | (182,209 | ) |
Valuation in 2021 | 2,129,507 | - | - | - | 2,129,507 |
Valuation in 2022 | (500,650 | ) | - | - | - | (500,650 | ) |
Valuation in 2023 | 1,545,464 | - | - | - | 1,545,464 |
Cost | 41,499,135 | 9,809,914 | 175,360 | 2,791,598 | 54,276,007 |
47,094,561 | 9,809,914 | 175,360 | 2,791,598 | 59,871,433 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
13. | TANGIBLE FIXED ASSETS - continued |
Group |
Eight of the properties held were revalued on an open market, vacant possession basis on 19 April 2024 as at 31 December 2023 by Knight Frank LLP, a firm of independent chartered surveyors. These valuations have been incorporated in the financial statements. |
Eight of the properties were revalued on an open market, vacant possession basis on 20 April 2024 as at 31 December 2023 by Colliers International Property Consultants Limited, a firm of independent chartered surveyors.These valuations have been incorporated in the financial statements. |
In the opinion of the directors all freehold properties are held at fair value at 31 December 2023. |
The company has no tangible assets held at valuation. |
Finance leases and hire purchase contracts |
Included within the carrying value of tangible assets are the following amounts relating to assets held under finance leases or hire purchase agreements: |
Group | Motor |
Vehicles |
£ |
At 31 December 2023 | 523,353 |
At 31 December 2022 | 471,261 |
The company has no tangible assets held under finance lease or hire purchase agreements. |
Company |
Plant and |
machinery |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 |
DEPRECIATION |
At 1 January 2023 |
and 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
14. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 |
PROVISIONS |
At 1 January 2023 |
and 31 December 2023 | 4,804,891 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
SUBSIDIARIES |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
14. | FIXED ASSET INVESTMENTS - continued |
Registered office: Leek, Road Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke-On-Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
14. | FIXED ASSET INVESTMENTS - continued |
Registered office: Astonfields Road, Stafford, Staffordshire, ST16 3UF |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Leek Road, Hanley, Stoke On Trent, Staffordshire, ST1 6AT |
Nature of business: |
% |
Class of shares: | holding |
The above trading companies are all consolidated in to the Group financial statements. |
The group has no investments. |
15. | STOCKS |
Group |
31.12.23 | 31.12.22 |
£ | £ |
Finished goods | 86,295,192 | 80,952,626 |
Vehicle stocks include £49,030,300 (2022: £46,697,640) of consignment stocks. The asset has been recorded on the balance sheet, matched by the corresponding liability, to accord with paragraph 2.8 of Financial Reporting Standard 102, regarding the substance of transactions. The principal terms of the consignment agreement are such that the company effectively controls the stock, and bears the risks of ownership and obtains substantially all the remaining benefit of the assets. |
The stock write down in line with the stated stock valuation policy is £1,453,456 (2022: £950,520). |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
16. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
31.12.23 | 31.12.22 | 31.12.23 | 31.12.22 |
£ | £ | £ | £ |
Trade debtors | 26,197,539 | 22,591,862 |
Amounts owed by group undertakings | - | - |
Other debtors | 4,723 | 6 |
Deferred tax asset | 174,137 | 187,544 | - | - |
VAT | 499,703 | 1,633,248 |
Prepayments | 3,712,235 | 3,170,985 |
30,588,337 | 27,583,645 |
Amounts owed by group undertakings are unsecured, interest free and are repayable on demand. |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
31.12.23 | 31.12.22 | 31.12.23 | 31.12.22 |
£ | £ | £ | £ |
Bank loans and overdrafts (see note 19) | 7,794,985 | 2,403,448 |
Hire purchase contracts (see note 20) | 548,551 | 355,871 |
Trade creditors | 101,101,074 | 99,423,916 |
Amounts owed to group undertakings | - | - |
Tax | 93,103 | 512,708 |
Social security and other taxes | 561,920 | 546,703 |
Other creditors | - | 655,236 |
Directors' loan accounts | 1,774,064 | 1,299,500 | 1,774,064 | 1,299,500 |
Accruals and deferred income | 4,180,574 | 3,765,395 |
116,054,271 | 108,962,777 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued |
Group |
Included in trade creditors is a stocking loan agreement of £90,301,160 (2022: £86,107,965). |
The aggregate amounts of obligations under finance leases and hire purchase contracts due within one year that are secured is £548,551 (2022: £355,871). This creditor is secured on the assets to which they relate. |
The aggregate amounts of bank loans and overdrafts due within one year that are secured is £7,794,985 (2022: £2,403,448). This creditor is secured as detailed below. |
Company |
The aggregate amounts of bank loans and overdrafts due within one year that are secured is £2,403,448 (2022: £2,403,448). This creditor is secured as detailed below. |
Group and Company |
The bank overdraft is secured by a debenture on bank standard form dated 20th November 2013, a first legal mortgage over the freehold properties of the group and cross guarantee (unlimited) dated 20th November 2013 between T G Holdcroft (Newcastle) Limited, Holdcroft Renault Limited, Hanley Realisations Limited, Holdcroft Honda Limited, Holdcroft Hyundai Limited, Holdcroft North Staffs Limited, TMK Finance Limited, ALM Garages Limited, T G Holdcroft (Motors) Limited, Holdcroft Nissan Limited, Stuart Graham Limited, T G Holdcroft (Holdings) Limited, Holdcroft Properties Limited and HP 2011 Limited. |
The company is also party to a composite banking arrangement with Barclays Bank Plc dated 20 November 2013. |
A charge over stock exchange given by T G Holdcroft (Holdings) Limited was dated 16 June 2015. |
Amounts owed to group undertakings are unsecured, interest free and are repayable on demand. |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
31.12.23 | 31.12.22 | 31.12.23 | 31.12.22 |
£ | £ | £ | £ |
Bank loans (see note 19) | 8,264,655 | 10,668,103 |
Hire purchase contracts (see note 20) | 370,181 | 356,413 |
8,634,836 | 11,024,516 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR - continued |
Group |
The aggregate amounts of obligations under finance leases and hire purchase contracts due after one year that are secured is £370,181 (2022: £356,413). This creditor is secured on the assets to which they relate. |
The aggregate amounts of bank loans and overdrafts due after one year that are secured is £8,264,655 (2022: £10,668,103). This creditor is secured as detailed in note 18. |
Company |
The aggregate amounts of bank loans and overdrafts due after one year that are secured is £8,264,655 (2022: £10,668,103). This creditor is secured as detailed in note 18. |
Group and Company |
The bank loans are secured on the same basis as the overdraft as disclosed in note 18. |
The 1st loan is a loan of £6.5 million fully drawn down in 2022. Repayments commenced in October 2022. The loan is repayable over a 5 year term and bears interest at 1.85% over base rate. |
The 2nd loan is a loan of £8 million fully drawn down in 2021. Repayments commenced in February 2022. The loan is repayable over a 5 year term and bears interest at 1.85% over base rate. |
19. | LOANS |
An analysis of the maturity of loans is given below: |
Group | Company |
31.12.23 | 31.12.22 | 31.12.23 | 31.12.22 |
£ | £ | £ | £ |
Amounts falling due within one year or | on demand: |
Bank overdrafts | 5,391,537 | - |
Bank loans | 2,403,448 | 2,403,448 |
7,794,985 | 2,403,448 |
Amounts falling due between one and | two years: |
Bank loans - 1-2 years | 2,403,448 | 2,403,448 |
Amounts falling due between two and | five years: |
Bank loans - 2-5 years | 5,861,207 | 8,264,655 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
20. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase contracts |
31.12.23 | 31.12.22 |
£ | £ |
Gross obligations repayable: |
Within one year | 589,338 | 382,580 |
Between one and five years | 422,825 | 376,956 |
1,012,163 | 759,536 |
Finance charges repayable: |
Within one year | 40,787 | 26,709 |
Between one and five years | 52,644 | 20,543 |
93,431 | 47,252 |
Net obligations repayable: |
Within one year | 548,551 | 355,871 |
Between one and five years | 370,181 | 356,413 |
918,732 | 712,284 |
21. | PROVISIONS FOR LIABILITIES |
Group |
31.12.23 | 31.12.22 |
£ | £ |
Deferred tax |
Accelerated capital allowances | 1,648,826 | 1,169,310 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2023 | 1,169,310 |
Provided during year | 479,516 |
Balance at 31 December 2023 | 1,648,826 |
T.G. HOLDCROFT (HOLDINGS) LIMITED (REGISTERED NUMBER: 08734338) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
22. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: |
Class: |
Nominal value: |
31.12.23 |
31.12.22 |
£ | £ |
10,006,431 | Ordinary A | £0.01 | 100,064.31 | 100,064.31 |
384,863 | Ordinary B | £0.01 | 3,848.63 | 38,485.08 |
1,006,270 | Ordinary C | £0.01 | 10,062.70 | 10,062.70 |
203,125 | Ordinary D | £0.01 | 2,031.25 | 2,031.25 |
4,178,416 | Ordinary E | £0.01 | 41,784.16 | 41,784.16 |
3,463,645 | Ordinary F | £0.01 | 34,636.45 | 0.00 |
200 | Ordinary W | £0.01 | 2.00 | 2.00 |
120 | Ordinary X | £0.01 | 1.20 | 1.20 |
34 | Ordinary Y | £0.01 | 0.34 | 0.34 |
34 | Ordinary Z | £0.01 | 0.34 | 0.34 |
19,243,138 | 192,431.38 | 192,431.38 |
All shares rank pari passu. There are no restrictions on distribution of dividends and repayment of capital. |
23. | RESERVES |
Share premium account - This reserve records the amount above the nominal value received for shares sold, less transaction costs. |
Revaluation reserve - This reserve records the value of asset revaluations net of associated tax liabilities and fair value movements on assets recognised in other comprehensive income. This reserve is non-distributable. |
Merger reserve - This reserve arises on consolidation and relates to the acquisition of subsidiaries. The reserve is supported by the assets of the subsidiary companies. This reserve is a non-distributable reserve which will become distributable on sale of the subsidiaries. |
Retained earnings - This reserve records retained earnings and accumulated losses. Included within the profit and loss reserve is an amount of £2,139,511 which is non-distributable. |
24. | EVENTS AFTER THE END OF THE REPORTING PERIOD |
There were no material events after the end of the reporting period up to the date of approval of the financial statements by the Board. |
25. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is Mr T G Holdcroft by virtue of his 52.00% shareholding in the ultimate holding company. |