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Registered number: 02575196










Dinnages Holdings Limited










Annual report and financial statements

For the year ended 31 December 2023

 
Dinnages Holdings Limited
 

Company Information


Directors
J M Broyd 
D J Broyd 
A E Broyd 
J C W Broyd 




Company secretary
A E Broyd



Registered number
02575196



Registered office
22 Wivelsfield Road

Haywards Heath

West Sussex

RH16 4EQ




Independent auditors
Kreston Reeves LLP
Chartered Accountants & Statutory Auditor

Springfield House

Springfield Road

Horsham

West Sussex

RH12 2RG




Bankers
Barclays Bank Plc
High Street

Lewes

East Sussex

BN7 2JP





 
Dinnages Holdings Limited
 

Contents



Page
Group strategic report
1 - 3
Directors' report
4 - 6
Independent auditors' report
7 - 10
Consolidated statement of comprehensive income
11
Consolidated balance sheet
12 - 13
Company balance sheet
14
Consolidated statement of changes in equity
15
Company statement of changes in equity
16
Consolidated statement of cash flows
17
Notes to the financial statements
18 - 38


 
Dinnages Holdings Limited
 

Group strategic report
For the year ended 31 December 2023

Principal activity
 
The Group is principally engaged as Ford main dealers in the selling of motor vehicles, lubricants, motor parts and accessories and automobile engineering form its dealerships in Haywards Heath, Worthing and Brighton. The Group also operates a Renault parts and servicing franchise from the Haywards Heath location.
In addition, one entity in the Group, Elm Court (Seaford) Limited, is a property development company.

Business review and future developments
 
2023 saw our new car registrations increase over previous year. However, due to the pressures brought about by the “Net Zero” targets set by government, all vehicle manufacturers are being required to register an increasing proportion of Electric Vehicles over the coming years – with financial penalties being incurred upon failure. A consequence to this was the end of production of Fiesta, our largest volume seller. The good news was that Puma ended the year as the best selling new vehicle. Increased new vehicle sales in 2023 for both passenger and commercial vehicle with margins more or less maintaining the higher levels of 2022.
Used vehicle sales increased by 10% in 2023. However, vehicle values experienced a sharp decline during the last four months of 2023 which impacted the end of the year and the final result.
All after-sales departments produced improved results for the year although large increases in overheads like energy and rates pegged back any improvement in profit for the year.

Going concern
The Group's business activities, together with the factors likely to affect its future development, performance and position are set out elsewhere in the Group Strategic Report and Group Directors' Report. The financial position of the Group, including borrowing facilities, are detailed in the financial statements.
The Group meets its day to day working capital requirements through a positive cash balance and has agreed borrowing facilities. The cash balance at the year end and post year end has remained strong.
The Group's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group should be able to operate with the level of its current facilities. The directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Page 1

 
Dinnages Holdings Limited
 

Group strategic report (continued)
For the year ended 31 December 2023

Principal risks and uncertainties
 
The management and strategy of the business is reliant on the ongoing relationships with the manufacturers, the availability of desirable new vehicle products and a number of other risks. The directors have set out below the principal risks facing the business.
Financial instruments
The Group uses various financial instruments comprising borrowings, cash and other items such as trade debtors and creditors that arise from its operations. The purpose of these financial instruments is to raise cash for the Group's operations. The main risks arising from the Group's financial instruments are interest rate and liquidity risk.
Interest rate risk
The Group finances its operations through a mixture of retained profits, shareholders loans and borrowings from Ford and the Group's bankers. The Group's exposure to interest rate fluctuations is managed by the use of both fixed and floating facilities.
Liquidity risk
Funds available to the Group are above operating requirements. The directors keep firm control of stocks, especially new and used vehicle stocks, and monitor levels on a daily basis. Monthly management accounts are produced and Earnings Before Interest, Tax, Depreciation and Amortisation ("EBITDA") is measured to ensure liquidity.
Market risk
The market in which the Group operates is highly competitive. There is constant pressure on margins and policies of price monitoring and market research are in place to mitigate risks. The enhanced success of the business is reliant on consumer spending. A downturn in the economy results in a reduction of this spending and the directors are always monitoring the environment to react as necessary.
We believe that our "hands on approach", with ongoing emphasis on customer relationship management, will enable us to maintain our strong market position.

Financial key performance indicators
 

2023
£000
2022
£000
Change
£000
Change
%
Turnover
48,915
40,050
8,865
22.1
Gross profit
3,999
3,429
570
16.6
Profit before tax
1,367
1,383
(16)
(1.2)

Page 2

 
Dinnages Holdings Limited
 

Group strategic report (continued)
For the year ended 31 December 2023

Directors' statement of compliance with duty to promote the success of the Group
 
The directors consider that they have acted in a way they consider in good faith, would be most likely to promote the success of the Group 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 and in creating future business plans ('the plans'):
a) The plans are designed to have a long-term beneficial impact on the Group and to contribute to its success by providing our customers high-quality service. We acheive this objective by continuing to focus on the customer and their needs in vehicle purchases or aftercare services.
b) Our employees are fundamental to the delivery of our plans. We aim to be a responsible and attractive employer in our approach to the pay and benefits our employees receive and the opportunities they have to grow their careers.
c) The plans are informed by engagement with our suppliers and customers, enabling us to gain an in depth understanding of their needs and priorities. We aim to act responsibly and fairly in how we engage with all stakeholders.
d) The plans consider the impact of the Group's operations on the community and the environment. We encourage our employees to support the communities they work in.
e) As directors, our intention is to behave responsibly and ensure that management operate the business in a responsible manner, operating within the high standards of business conduct and good governance expected for a business such as ours and in doing so, will contribute to the delivery of the plans.
f) As directors, our intention is to behave responsibly towards our shareholders and treat them fairly and equally, so they too may benefit from the successful deliver of our plans.


This report was approved by the board and signed on its behalf.





A E Broyd
Director

Date: 23 August 2024

Page 3

 
Dinnages Holdings Limited
 

 
Directors' report
For the year ended 31 December 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Results and dividends

The profit for the year, after taxation and minority interests, amounted to £1,000,000 (2022 - £1,118,000).

During the year dividends totalling £451,000 (2022: £451,000) were paid.
A dividend on the preference shares of £540 was paid in the year (2022: £540). The dividend has been treated as an interest expense.

Directors

The directors who served during the year were:

M E Broyd (resigned 8 May 2024)
J M Broyd 
D J Broyd 
A E Broyd 
J C W Broyd 

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Group's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK 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 Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Engagement with suppliers, customers and others

The Group places particular importance in maintaining positive relations with Ford and its other suppliers, in particular aiming to comply with suppliers' credit terms. At the end of the 2023 financial year our trade creditor days stood at 70 days (2022: 63 days).

Page 4

 
Dinnages Holdings Limited
 

 
Directors' report (continued)
For the year ended 31 December 2023

Greenhouse gas emissions, energy consumption and energy efficiency action

This section includes our mandatory reporting of greenhouse gas emissions for the period 1 January 2023 to 31 December 2023, the latest annual period for which data is available, and is pursuant to the Companies Act 2006 (Strategic Report and Directors’ Report) Regulation 2013. We report our emissions data using an operational control approach taking data for which we deem ourselves responsible. In the 2023 calendar year, our businesses emitted 225.6 tonnes (2022: 207.3 tonnes) of carbon dioxide (“CO2”). Our emissions are principally of CO2 and are from the following sources:


Tonnes of CO2
2023
 
Tonnes of CO2
2022

Gas consumption
137.2
118.2

Purchased electricity
88.4
89.1

Statutory total
 
225.6
207.3

Revenue (£million)
48.9
40.1


We have selected emission £million of revenues per tonne as our intensity ratio as this, in our view, provides the best comparative measure over time.
2023 intensity ratio: 4.6 tonnes of CO2 per £million of revenue (2022: 5.2 tonnes of CO2 per £million of revenue)
The Group’s total energy consumption for the period 1 January 2023 to 31 December 2023 was 1.193 million kWh (2022: 1.120 million kWh). The methodology for calculating this annual energy consumption figure was the same as that outlined above for producing the estimate of the company greenhouse gas emissions.
All of the company’s energy consumption arose in the UK.

Reducing carbon emissions
During the year, we have continued to assess and monitor our energy use with improved data collection and, where practicable, we have implemented measures to reduce the environmental impact of our activities.
Climate change influences seasonal energy usage and while, at times, we benefit from milder weather we are aware that any adverse change could affect energy usage. To minimise our energy usage we continue, where practicable, to install LED lighting at our sites as these use significantly less energy than conventional lighting. In addition, we limit the duration of periods when full lighting is used, using sensors and timers to further reduce the energy we use. We continue to improve our energy use and efficiency by replacing old equipment with new efficient units and ensuring workshop doors are closed when not in use by fitting automatic closing doors. We seek to limit our paper consumption and waste through increasingly paperless communications and systems.

Matters covered in the Group strategic report

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

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Page 5

 
Dinnages Holdings Limited
 

 
Directors' report (continued)
For the year ended 31 December 2023

Auditors

The auditorsKreston Reeves LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





A E Broyd
Director

Date: 23 August 2024

Page 6

 
Dinnages Holdings Limited
 

 
Independent auditors' report to the members of Dinnages Holdings Limited
 

Opinion


We have audited the financial statements of Dinnages 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, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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's 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 United Kingdom, including the Financial Reporting Council'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 or 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.


Page 7

 
Dinnages Holdings Limited
 

 
Independent auditors' report to the members of Dinnages Holdings Limited (continued)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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 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.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 4, 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 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.


Page 8

 
Dinnages Holdings Limited
 

 
Independent auditors' report to the members of Dinnages Holdings Limited (continued)


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 an Auditors' 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 Group financial statements.


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

Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the group and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to health and safety and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting inappropriate journal entries to revenue or expenditure and management bias in accounting estimates and judgemental areas of the financial statements. Audit procedures performed by the engagement team included:

Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations (including health and safety) and fraud; and
Assessment of identified fraud risk factors; and
Identifying controls that management has in place to prevent and detect fraud; and
Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and
Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and
Reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with relevant tax and regulatory authorities; and
Identifying and testing journal entries, in particular any manual entries made at the year end for financial statement preparation.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
Page 9

 
Dinnages Holdings Limited
 

 
Independent auditors' report to the members of Dinnages Holdings Limited (continued)




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 of the effectiveness of the Company'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 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 Auditors' report 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 Auditors' report. However, future events or conditions may cause the 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 an opinion on the consolidated financial statementsWe are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.


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 2006Our 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 Auditors' 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.





Graham Hunt BA FCA (Senior statutory auditor)
for and on behalf of
Kreston Reeves LLP
Chartered Accountants
Statutory Auditor
Horsham

23 August 2024
Page 10

 
Dinnages Holdings Limited
 

Consolidated statement of comprehensive income
For the year ended 31 December 2023

2023
2022
Note
£000
£000

  

Turnover
 4 
48,915
40,050

Cost of sales
  
(44,916)
(36,621)

Gross profit
  
3,999
3,429

Administrative expenses
  
(2,717)
(2,494)

Other operating income
 5 
144
284

Fair value movements
  
-
256

Operating profit
 6 
1,426
1,475

Interest receivable and similar income
 10 
243
54

Interest payable and similar expenses
 11 
(302)
(146)

Profit before taxation
  
1,367
1,383

Tax on profit
 12 
(368)
(266)

Profit for the financial year
  
999
1,117

  

Total comprehensive income for the year
  
999
1,117

Profit for the year attributable to:
  

Non-controlling interests
  
(1)
(1)

Owners of the parent Company
  
1,000
1,118

  
999
1,117

The notes on pages 18 to 38 form part of these financial statements.

Page 11

 
Dinnages Holdings Limited
Registered number: 02575196

Consolidated balance sheet
As at 31 December 2023

2023
2022
Note
£000
£000

Fixed assets
  

Tangible assets
 14 
1,892
1,925

Investments
 15 
10
10

Investment property
 16 
3,331
3,331

  
5,233
5,266

Current assets
  

Stocks
 17 
11,978
9,529

Debtors: amounts falling due within one year
 18 
486
640

Cash at bank and in hand
 19 
6,590
4,958

  
19,054
15,127

Creditors: amounts falling due within one year
 20 
(14,220)
(10,897)

Net current assets
  
 
 
4,834
 
 
4,230

Total assets less current liabilities
  
10,067
9,496

Creditors: amounts falling due after more than one year
 21 
(9)
(9)

Provisions for liabilities
  

Deferred taxation
 23 
(549)
(526)

  
 
 
(549)
 
 
(526)

Net assets excluding pension asset
  
9,509
8,961

Net assets
  
9,509
8,961


Capital and reserves
  

Called up share capital 
 24 
11
11

Other reserves
 25 
5
5

Profit and loss account
 25 
9,498
8,949

Equity attributable to owners of the parent Company
  
9,514
8,965

Non-controlling interests
  
(5)
(4)

  
9,509
8,961


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




D J Broyd
A E Broyd
Director
Director


Date: 23 August 2024

The notes on pages 18 to 38 form part of these financial statements.
Page 12

 
Dinnages Holdings Limited
Registered number: 02575196

Consolidated balance sheet (continued)
As at 31 December 2023


Page 13

 
Dinnages Holdings Limited
Registered number: 02575196

Company balance sheet
As at 31 December 2023

2023
2022
Note
£000
£000

Fixed assets
  

Tangible assets
 14 
553
574

Investments
 15 
21
21

Investment property
 16 
2,681
2,681

  
3,255
3,276

Current assets
  

Debtors: amounts falling due within one year
 18 
6
403

  
6
403

Creditors: amounts falling due within one year
 20 
(871)
(956)

Net current liabilities
  
 
 
(865)
 
 
(553)

Total assets less current liabilities
  
2,390
2,723

  

Creditors: amounts falling due after more than one year
 21 
(9)
(9)

Provisions for liabilities
  

Deferred taxation
 23 
(250)
(250)

  
 
 
(250)
 
 
(250)

Net assets
  
2,131
2,464


Capital and reserves
  

Called up share capital 
 24 
11
11

Profit and loss account brought forward
  
2,453
2,678

Profit for the year
  
118
226

Other changes in the profit and loss account

  

(451)
(451)

Profit and loss account carried forward
  
2,120
2,453

  
2,131
2,464


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




D J Broyd
A E Broyd
Director
Director


Date: 23 August 2024

The notes on pages 18 to 38 form part of these financial statements.

Page 14

 

 
Dinnages Holdings Limited


 

Consolidated statement of changes in equity
For the year ended 31 December 2023



Called up share capital
Other reserves
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£000
£000
£000
£000
£000
£000



At 1 January 2022
11
5
8,282
8,298
(3)
8,295





Profit for the year
-
-
1,118
1,118
(1)
1,117


Dividends: Equity capital
-
-
(451)
(451)
-
(451)





At 1 January 2023
11
5
8,949
8,965
(4)
8,961





Profit for the year
-
-
1,000
1,000
(1)
999


Dividends: Equity capital
-
-
(451)
(451)
-
(451)



At 31 December 2023
11
5
9,498
9,514
(5)
9,509



The notes on pages 18 to 38 form part of these financial statements.

Included in profit and loss account reserves is an amount of £2,063,000 which is non-distributable.

Page 15

 

 
Dinnages Holdings Limited


 

Company statement of changes in equity
For the year ended 31 December 2023



Called up share capital
Profit and loss account
Total equity


£000
£000
£000



At 1 January 2022
11
2,678
2,689





Profit for the year
-
226
226


Dividends: Equity capital
-
(451)
(451)





At 1 January 2023
11
2,453
2,464





Profit for the year
-
118
118


Dividends: Equity capital
-
(451)
(451)



At 31 December 2023
11
2,120
2,131



The notes on pages 18 to 38 form part of these financial statements.

Included in profit and loss account reserves is an amount of £1,540,000 which is non-distributable.

Page 16

 
Dinnages Holdings Limited
 

Consolidated statement of cash flows
For the year ended 31 December 2023

2023
2022
£000
£000

Cash flows from operating activities

Profit for the financial year
999
1,117

Adjustments for:

Depreciation of tangible assets
161
142

Interest paid
302
146

Interest received
(243)
(54)

Taxation charge
368
266

(Increase) in stocks
(2,449)
(2,917)

Decrease/(increase) in debtors
146
(221)

Increase in creditors
2,255
2,319

Net fair value losses/(gains) recognised
-
(256)

Corporation tax (paid)
(240)
(120)

Net cash generated from operating activities

1,299
422


Cash flows from investing activities

Purchase of tangible fixed assets
(128)
(20)

Interest received
243
54

Net cash from investing activities

115
34

Cash flows from financing activities

New loans from related parties
952
-

Repayment of loans from related parties
-
(93)

Dividends paid
(451)
(451)

Interest paid
(302)
(158)

Net cash used in financing activities
199
(702)

Net increase/(decrease) in cash and cash equivalents
1,613
(246)

Cash and cash equivalents at beginning of year
4,958
5,204

Cash and cash equivalents at the end of year
6,571
4,958


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
6,590
4,958

Bank overdrafts
(19)
-

6,571
4,958


Page 17

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

1.


General information

Dinnages Holdings Limited is a private company limited by shares and incorporated in England and Wales. The registered head office is located at 22 Wivelsfield Road, Haywards Heath, West Sussex, RH16 4EQ.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The financial statements are prepared in Sterling, which is the functional currency of the company, and all values are rounded to the nearest £1,000 except when otherwise stated.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Financial reporting standard 102 - reduced disclosure exemptions

The parent company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in  the UK and Republic of Ireland".
- the requirements of Section 7 Statement of Cash Flows;
- the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
- the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
- the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
- the requirements of Section 33 Related Party Disclosures paragraph 33.7.
The information is included in the group figures in these consolidated financial statements.

 
2.3

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2014.

Page 18

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.4

Going concern

The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Group Strategic Report and Directors' Report. The financial position of the Group, including borrowing facilities, are detailed in the financial statements.
The Group meets its day to day working capital requirements through a positive cash balance and has agreed borrowing facilities. The cash balance at the year end and post year end has remained strong.
The Group's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group should be able to operate with the level of its current facilities. The directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 19

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

The Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
2% on cost
Short-term leasehold property
-
over the period of the lease
Fixtures and fittings
-
7.5% - 33% per annum

Freehold land is not depreciated.
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.7

Operating leases: the Group as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

 
2.8

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

  
2.10

Property development

The development in progress is valued at its direct cost less a proportion of those costs for the apartments sold in the year, excluding finance costs that are expensed as incurred. The development in progress is recognised in stock.

Page 20

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.11

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Consignment stocks of vehicles have been included within stocks in the Balance Sheet on the grounds that the Group considerably bears the risks and rewards of ownership attached to these vehicles. As such, the consignment stocks are considered to be under the control of the Group.

 
2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Page 21

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.14

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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, with 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

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in profit or loss.

Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Page 22

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)


2.14
Financial instruments (continued)

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

 
2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.16

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.17

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.18

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Page 23

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.19

Pensions

Group pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.20

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.21

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.22

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.23

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are charged as an expense in profit or loss and are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss. When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

Page 24

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

2.Accounting policies (continued)

 
2.24

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include:
Useful economic life of fixed assets - note 14
Valuation of investment property - note 16
Treatment of consignment stock - note 17
Valuation of used vehicles - note 17

Page 25

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£000
£000

Vehicle sales
42,337
34,086

Provision of services
6,578
5,964

48,915
40,050


All turnover arose within the United Kingdom.


5.


Other operating income

2023
2022
£000
£000

Net rents receivable
144
284



6.


Operating profit

The operating profit is stated after charging:

2023
2022
£000
£000

Depreciation of tangible fixed assets
161
142

Other operating lease rentals
374
550


7.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors and their associates:


2023
2022
£000
£000

Fees payable to the Company's auditors and their associates for the audit of the consolidated and parent Company's financial statements
20
24

Fees payable to the Company's auditors and their associates in respect of:

Audit of subsidiary financial statements
28
33

Other services relating to taxation
5
21

All other services
8
3

Page 26

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000


Wages and salaries
3,791
3,652
262
369

Social security costs
390
335
30
30

Cost of defined benefit contricution scheme
65
61
4
4

4,246
4,048
296
403




The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Workshop staff
63
55



Selling staff
33
32



Administrative staff
12
23

108
110

The Company has no employees other than the directors, who did not receive any remuneration (2022 - £NIL)

9.


Directors' remuneration

2023
2022
£000
£000

Directors' emoluments
634
424


The highest paid director received remuneration of £292,306  (2022: £186,206).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,321 (2022 - £NIL).
During the year retirement benefits were accruing to 3 directors (2022: 3) in respect of defined contribution pension schemes.


10.


Interest receivable

2023
2022
£000
£000


Bank interest receivable
243
54

Page 27

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

11.


Interest payable and similar expenses

2023
2022
£000
£000


Interest payable on related party loans
302
146


12.


Taxation


2023
2022
£000
£000

Corporation tax


Current tax on profits for the year
336
237

Adjustments in respect of previous periods
9
(64)


Total current tax
345
173

Deferred tax


Origination and reversal of timing differences
23
61

Effect of tax rate change on opening balance
-
32

Total deferred tax
23
93


Tax on profit
368
266

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - higher than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£000
£000


Profit on ordinary activities before tax
1,367
1,383


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
321
263

Effects of:


Fixed asset differences
31
19

Other expenses not deductible for tax purposes
7
2

Non-taxable income
-
(49)

Adjustments in respect of prior periods
9
(64)

Adjustments in respect of prior periods (deferred tax)
-
32

Timing differences not recognised in the computation
-
48

Remeasurement of deferred tax for changes in tax rates
-
15

Total tax charge for the year
368
266

Page 28

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023
 
12.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


13.


Dividends

2023
2022
£000
£000


Interim dividends
451
451


14.


Tangible fixed assets

Group






Freehold property
Short-term leasehold property
Fixtures and fittings
Total

£000
£000
£000
£000



Cost or valuation


At 1 January 2023
1,045
1,806
1,468
4,319


Additions
-
-
128
128



At 31 December 2023

1,045
1,806
1,596
4,447



Depreciation


At 1 January 2023
471
666
1,257
2,394


Charge for the year on owned assets
21
49
91
161



At 31 December 2023

492
715
1,348
2,555



Net book value



At 31 December 2023
553
1,091
248
1,892



At 31 December 2022
574
1,140
211
1,925

Page 29

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

           14.Tangible fixed assets (continued)


Company






Freehold property

£000

Cost or valuation


At 1 January 2023
658



At 31 December 2023

658



Depreciation


At 1 January 2023
84


Charge for the year on owned assets
21



At 31 December 2023

105



Net book value



At 31 December 2023
553



At 31 December 2022
574







15.


Fixed asset investments

Group





Unlisted investments

£000



Cost or valuation


At 1 January 2023
10



At 31 December 2023
10






Net book value



At 31 December 2023
10



At 31 December 2022
10

Page 30

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023
Company





Investments in subsidiary companies

£000



Cost or valuation


At 1 January 2023
21



At 31 December 2023
21






Net book value



At 31 December 2023
21



At 31 December 2022
21


Direct subsidiary undertakings


The following were direct subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Dinnages Garages Limited
22 Wivelsfield Road,
Haywards Heath, West
Sussex, RH16 4EQ
Motor retailer
Ordinary
100%
Elm Court (Seaford) Limited
Fishpond House,
Beechwood Lane,
Cooksbridge, East
Sussex, BN7 3QG
Property development
Ordinary
75%


Indirect subsidiary undertaking


The following was an indirect subsidiary undertaking of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

B W & B (Park Garages)
Limited
176 London Road,
Burgess Hill, West
Sussex, RH15 8LS
Dormant
Ordinary
99.9%

Page 31

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

16.


Investment property

Group


Freehold investment property

£000



Valuation


At 1 January 2023
3,331



At 31 December 2023
3,331

The 2023 valuations were made by the directors, on an open market value for existing use basis.





If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

2023
2022
£000
£000


Historic cost
1,408
1,408

Accumulated depreciation and impairments
(559)
(542)

849
866

Company





Freehold investment property

£000



Valuation


At 1 January 2023
2,681



At 31 December 2023
2,681

If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

2023
2022
£000
£000


Historic cost
1,281
1,281

Accumulated depreciation and impairments
(473)
(459)

808
822

Page 32

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

17.


Stocks

Group
Group
2023
2022
£000
£000

Vehicles for resale
10,535
8,240

Development property
941
892

Parts for resale
502
397

11,978
9,529


There is no material difference between the purchase price or production cost of stocks and their replacement cost.

The carrying value of stocks is stated net of impairment losses totalling £557,423 (2022: £468,299).
Impairment losses totalling £333,644
 (2022: £45,343) were recognised in profit and loss.


18.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000


Trade debtors
256
455
-
-

Amounts owed by group undertakings
-
-
6
403

Other debtors
9
-
-
-

Prepayments and accrued income
221
185
-
-

486
640
6
403


The amounts owed by group undertakings are repayable on demand and do not bear interest.


19.


Cash and cash equivalents

Group
Group
2023
2022
£000
£000

Cash at bank and in hand
6,590
4,958

Less: bank overdrafts
(19)
-

6,571
4,958


Page 33

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Bank overdrafts
19
-
-
-

Related party loans
4,594
3,642
-
-

Trade creditors
7,803
5,575
-
-

Amounts owed to group undertakings
-
-
799
799

Corporation tax
168
72
42
7

Other taxation and social security
1,038
825
5
5

Other creditors
199
196
24
24

Accruals and deferred income
399
587
1
121

14,220
10,897
871
956


The amount owed to group undertakings is repayable on demand and does not bear interest.
The directors and related party loans have no formal repayment terms and interest is charged at 3% above bank base rate.
Related party loans comprise loans from members of the Broyd family and Broyd family trusts. The total interest charged on these related party loans for the year was £301,527 (2022: £145,532). The maximum value of the loans during the year was £4.6m and the minimum value of the loans during the year was £3.6m.
The company has entered into a guarantee in respect of bank overdrafts and other facilities available.  The security given represents a fixed and floating charge over certain assets.  At the balance sheet date, the balance of these facilities was £18,669 (2022: £Nil).


21.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Share capital treated as debt
9
9
9
9


Disclosure of the terms and conditions attached to the non-equity shares is made in note 24.



Page 34

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

22.


Financial instruments


2023
£000

2022
£000
Financial assets



Financial assets measured at amortised cost through profit or loss
6,836

5,413




Financial liabilities



Other financial liabilities measured at amortised cost through profit or loss
12,995

10,000


Financial assets that are debt instruments measured at amortised cost comprise cash at bank, trade debtors and other debtors.
Financial liabilities measured at amortised cost comprise related party loans, trade creditors, accruals and other creditors.


23.


Deferred taxation


Group





2023


£000






At beginning of year
(526)


Charged to profit or loss
(23)



At end of year
(549)

Company




2023


£000






At beginning of year
(250)



At end of year
(250)

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Fixed asset timing differences
(549)
(526)
(250)
(250)

Page 35

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

24.


Share capital

2023
2022
£000
£000
Shares classified as equity

Allotted, called up and fully paid



10,880 (2022 - 10,880) Ordinary shares shares of £1 each
11
11

2023
2022
£000
£000
Shares classified as debt

Allotted, called up and fully paid



9,000 (2022 - 9,000) Preference shares shares of £1 each
9
9


The preference shares are non-equity shares which carry a dividend at the rate of 6p net per share, per annum. Holders of preference shares have one vote for every share held on a resolution on winding up of the company or on a resolution affecting the rights attached to the shares. Preference shareholders have the right on a winding up to receive, in priority to any other class of shares, the sum of £1 per share together with any arrears of dividends.


25.


Reserves

Other reserves

Relates to the re-purchase of shares by the Group in prior periods.

Profit and loss account

Includes all current and prior periods retained profits and losses.

26.


Analysis of net debt




At 1 January 2023
Cash flows
At 31 December 2023
£000

£000

£000

Cash at bank and in hand

4,958

1,632

6,590

Bank overdrafts

-

(19)

(19)

Debt due after 1 year

(9)

-

(9)

Debt due within 1 year

(3,642)

(952)

(4,594)


1,307
661
1,968

Page 36

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

27.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held
separately from those of the Group in an independently administered fund. The pension cost charge
represents contributions payable by the Group to the fund and amounted to £65,290 (2022: £60,827).
Contributions totalling £25,594 (2022: £11,771) were payable to the fund at the reporting date and are
included in creditors.


28.


Commitments under operating leases

The group as a lessee:


At 31 December 2023 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

As restated
2023
2022
£000
£000


Not later than 1 year
205
205

Later than 1 year and not later than 5 years
137
342

342
547

The group as a lessor:
At 31 December 2023 the Group had contracted with tenants to receive future minimum lease rentals as follows:


2023
2022

£000
£000


Not later than 1 year
40
26

Later than 1 year and not later than 5 years
123
-

163
26

Page 37

 
Dinnages Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2023

29.


Related party transactions

The following transactions occured during the year between the Group and Carnforth, a separate business run by Mrs J Broyd; services sales to Carnforth of £19,077 (2022: £12,000) and vehicle purchases from Carnforth of £63,950 (2022: £67,000).
During the year the Group made payments amounting to £160,000 (2022: £160,000) to The Pavilion
Trust in respect of rent. At the year end, M E and J Broyd were Trustees of this Trust and D J, J C W and A E Broyd are beneficiaries of the Trust.
During the year the Group also made payments amounting to £15,000 (2022: £15,000) to the Dinnages
Executive Pension Scheme in respect of rent. D J Broyd, D J Broyd, A E Broyd and J C W Broyd are
members of the pension scheme.
During the year, 5 cars (2022: 3 cars) were purchased from the Group by directors or members of their close family, with a total value of £85,770 (2022: £50,600).
Dinnages Garages Limited provided a loan to Elm Court (Seaford) Limited, a fellow subsidiary of Dinnages Holdings Limited. A total of £41,000 (2022: £7,000) was advanced during the year and the amount outstanding at year end, including interest receivable, was £944,282 (2022: £903,282). There was no interest charged on this loan in the year.
The Group has taken advantage of the exemption in Section 33.1A of FRS 102 from disclosing transactions between its wholly owned members.
The key management personnel of the Group comprise solely the directors who have held office during the period. The details of the compensation paid to those directors during the period are set out in Note 9.


30.


Controlling party

In the opinion of the directors there is no overall controlling party.


Page 38