FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
COMPANY INFORMATION
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T. H. WHITE LIMITED
CONTENTS
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T. H. WHITE LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present the strategic report and financial statements for the year ended 2023.
The Company is one of the UK’s largest independent suppliers of agricultural and professional groundcare machinery and lorry cranes. The Company is based in Devizes and is a key part of the T. H. White Group, (‘the Group’) formed in 1832. The Group’s purpose is to help customers get the best from innovation to support livelihoods for generations. Its activities are based around its engineering services capabilities with a major presence in the machinery markets of agriculture, professional groundcare, construction, lorry loader cranes, construction cranes and forestry cranes. Additionally, the Group designs and project manages the construction of grain stores, grain processing plants and dairy parlours. It also has a specialist electrical, fire and security design and installation division. Whilst it is based in Devizes, it has offices, workshops and parts stores in locations throughout the United Kingdom, as well as an increasing number of mobile service technicians. The Group has over thirty franchise machinery partners, which include Palfinger, New Holland, Case IH, Manitou, Kuhn, DeLaval, Develon (formally Doosan), Ransomes-Jacobsen, Iseki, Ferris and Jensen.
The Company’s performance was positive in 2023, even though the machinery and capital equipment markets have slowed down compared to prior years, primarily because of a steady rise in UK interest rates that peaked in August 2023 and remained at a sixteen year high for the balance of the year.
Overall company turnover for 2023 was up from £142.3m (2022) to £147.8m (2023). Sales revenue for machinery, parts and service were strong across the Group, despite being adversely affected by product availability and the market conditions. The Company has been successfully in maintaining the substantial order book with all the challenges in the year going into 2024. In the year, the Group continued its banking facilities with HSBC bank, giving the company flexibility and responsiveness. The outlook for 2024 appears to be further softening of the markets, in particular agriculture, with continuing challenges of interest costs, changes to subsidies and wet weather. The labour market, wage inflation and OEM lead times are not expected to be as much of a concern as they have been in 2023.
Risk Management
The Company provides a range of business-critical products and services to a range of customers across a diversified range of industrial sectors. The directors regularly monitor and re-evaluate the risks faced to ensure that the approach is appropriate. The principal risks and uncertainties within the group are as follows: Market risk The Company's market demand is affected by economic cycles, sector specific factors (such as commodity prices for farmers) and, for some of its businesses, government subsidies. By operating a diverse set of businesses the Company is able to mitigate the risk of severe drops in demand in any one market. It also seeks to maintain a strong balance sheet and take a long-term view in building customer and supplier relationships, both of which help it cope with short-term risks. Credit risk The Company allows normal trade terms to customers but has in place a series of controls to ensure that the level of exposure or risk is carefully monitored.
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T. H. WHITE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Liquidity risk The Group operates a consolidated banking facility operating across all subsidiary companies. By virtue of its strong balance sheet and historical trading results the Group has access to significant bank and supplier stocking facilities that can be used to mitigate working capital fluctuations. The level of working capital is closely monitored and controlled across the Group and normal demands are covered by the overdraft facility. Longer term investments are typically funded with an element of long-term debt linked to SONIA and secured on property. Foreign exchange risk The Company will quote Sterling prices to customers for items purchased from overseas suppliers and therefore carries a level of foreign exchange exposure. In order to mitigate this risk, forward contracts are purchased to protect against short-term fluctuations. People As with all business, the Company’s performance is dependent upon its employees, particularly for the sales and aftersales activities, as well as the management and leadership functions. The Company mitigates the risk of attrition by careful recruitment activities, good leadership practices, appropriate policies and management systems as well as an appropriately resourced HR team. Long-term succession planning reviews are carried out annually. Health and Safety The Board believes that excellence in the management of health and safety is an essential element within its business plan, and effective control of health and safety is achieved through cooperative effort at all levels within the organisation. The Company is committed to continuous improvement of its management of health and safety on legal, moral and economic grounds. This is achieved through its core values that govern the way in which it relates to its colleagues, customers, suppliers, and the wider community. Franchise partners The Company operates with over thirty franchise partners on both a formal and informal basis in the supply and servicing of equipment, aiming to provide customers with an exceptional level of service. Continued success remains dependent upon the ongoing development of product solutions and product quality, as well as the sustaining of good relationships with supplier partners. The Company seeks to work closely with all its franchise partners in order to understand and influence their plans as appropriate. Business Relationships The Company has well-established and long-standing relationships with many of its key suppliers and its core customer base. These relationships are greatly valued and have an underlying influence on the business strategy.
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T. H. WHITE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company’s key financial performance indicators during the year were as follows:
The Company operates a number of KPI measures specific to each trading division but focused on operational performance, profitability and cash generation. These are reported monthly.
Directors' duties
The board of directors of T.H. WHITE Ltd consider that they have fulfilled their individual and collective duty under section 172(1) of the Companies Act 2006 to act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of shareholders as a whole and in doing so, have regard to a number of broader matters which are set out below. Employees The Company is committed to maintaining its reputation as a responsible employer and ensuring that good channels of communication exist throughout the business. Employees are incentivised with competitive remuneration and regular appraisals setting clear goals. The directors believe that the Employee Share Plan also provides a good motivation to employees. Employees receive regular reports from the Chief Executive Officer and Divisional Directors on operational staff matters. Staff turnover is regarded as a key performance indicator, which is monitored monthly. Annual salary reviews are supplemented by regular benchmarking exercises. The non-executive directors’ experience and other business interests ensure that they have a very clear idea of best practice in the way that the Company treats its staff. Customers & Suppliers The Company engages with suppliers on pre-agreed terms appropriate to the market, and it pays supplier invoices promptly. Building strong and enduring relationships with customers is a key strategic intention of the Company, and this is measured and reviewed on a regular basis. Compliance T. H. WHITE Ltd, a subsidiary of T. H. WHITE Holdings Ltd, is authorised and regulated by the FCA for credit broking services. The Group is conscious of its responsibility to regulators and has the appropriate management functions in place to oversee this activity. The Group complies with several quality management and safety management systems. Independent auditors are regularly engaged to support the Group in compliance matters.
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T. H. WHITE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Community and the Environment
The communities in which the Company operates are a key aspect of its continued success. The Company has a policy of supporting local events, clubs and societies. Community engagement by employees is encouraged and a number of staff are actively engaged with projects within their own communities. The Company has a charitable giving programme, which supports a wide variety of projects in the UK, often linked to employee, customers or suppliers’ own activities. T. H. WHITE Ltd aims to minimise its environmental impact and continually works towards reducing its carbon footprint. The Group engages with the Environmental, Social and Governance (ESG) aspects of companies with which it is associated with. Investing in technology that helps reduce the impact on the wider environment is an ongoing programme and the Company regularly looks at ways to innovate its practices, reporting on these activities at Board level.
This report was approved by the board and signed on its behalf.
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T. H. WHITE 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.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company'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 Company 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 to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £540,106 (2022: £1,694,123).
During the year dividends of £1,300,000 were declared and paid (2022: £1,200,000).
The directors who served during the year were:
The Company continues to seek opportunities to develop or enhance its range of services and geographical presence.
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T. H. WHITE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Employee Involvement
The Company ensures there is active employee participation within the businesses. During the year, the policy of providing employees with information, including that relating to the economic and financial factors affecting the performance of the Company, has been continued. Regular meetings are held between company and local management with employees to allow a free flow of information and ideas. Employees participate directly in the success of the business through the group profit sharing schemes and the employee share incentive scheme and share incentive plan.
Disabled employees
Applications for employment by disabled persons are always considered fully, having taken into account the specific role and aptitude of the applicant concerned. In the event that employees become disabled during their employment every effort is made to facilitate their role within the business. The Company policy is that training, career development and promotion will be equally available to all employees regardless of disability.
Business Relationships
Building and maintaining strong business relationships with key stakeholders, including customers and suppliers, is a key part of the Company's' continued success. Key franchise partners are engaged with regular meetings and sharing of key information.
There have been no significant events affecting the Company since the year end.
The auditors, Bishop Fleming LLP, will 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.
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T. H. WHITE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF T. H. WHITE LIMITED
We have audited the financial statements of T. H. WHITE LIMITED (the 'Company') for the year ended 31 December 2023, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, 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).
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 Company 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.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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 Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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T. H. WHITE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF T. H. WHITE LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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T. H. WHITE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF T. H. WHITE LIMITED (CONTINUED)
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 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.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have considered the following:
∙The nature of the industry and sector, control environment and business performance;
∙Results of our enquires of management and directors in relation to their own identification and assessment of the risks of irregularities within the Company; and
∙any matters we identified having obtained and reviewed the Company’s documentation of their policies and procedures relating to: identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or noncompliance with laws and regulations.
As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest areas of risk to be in relation to revenue recognition. In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override. We have also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures within the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and UK tax legislation. In addition we considered provision of other laws and regulations that do not have a direct effect on the financial statements but compliance with may be fundamental for the Company’s ability to operate or avoid a material penalty. These included health and safety regulations, employment legislation and data protection laws.
Our audit procedures performed to respond to the risks identified included, but were not limited to:
∙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;
∙Reviewing the financial statement disclosures and testing to supporting documentation to assess the recognition of revenue;
∙Challenging assumptions and judgments made by management in their significant accounting estimates;
∙Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
∙Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
∙Reviewing board minutes; and
∙Identifying and testing journal entries, evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
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T. H. WHITE LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF T. H. WHITE LIMITED (CONTINUED)
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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.
for and on behalf of
Chartered Accountants
Statutory Auditors
10 Temple Back
BS1 6FL
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T. H. WHITE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
REGISTERED NUMBER:00519868
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 29 form part of these financial statements.
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T. H. WHITE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
T. H. White Limited is a limited company incorporated in England and Wales. The registered office and principal place of business is Nursteed Road, Devizes, Wiltshire, SN10 3EA.
2.ACCOUNTING POLICIES
The 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.
This information is included in the consolidated financial statements of T.H. White Holdings Limited as at 31 December 2023 and these financial statements may be obtained from Companies House.
The supply chain issues faced in the previous years have lessened, however the unwinding of this has impacted the high levels of stock being held at the end of the year. Further measures and controls have been put into place for 2024 to manage this going forward and current forecasts show this will reduce to a more normal level during the year and in turn normalise our Working Capital. Therefore, the Directors continue to adopt the going concern basis whilst preparing the annual reports and accounts for the financial year ending 31st December 2023.
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.ACCOUNTING POLICIES (continued)
Functional and presentation currency
Transactions and balances
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.ACCOUNTING POLICIES (continued)
Rentals payable under operating leases are charged in the profit and loss account on a straight line basis over the lease term. Grants of a revenue nature are recognised in the Statement of comprehensive income in the same period as the related expenditure.
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.ACCOUNTING POLICIES (continued)
Employees participate in the T. H White Share Incentive Plan ('the Plan') which replaced the earlier Share Incentive Scheme. A percentage of group profits is set aside each year for allocation to employees in the following summer, either as T. H. White Holdings Limited's shares held by the plan or as an extra payroll payment. All employees participate in the Plan after an initial qualifying service period in accordance with HMRC rules.
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.ACCOUNTING POLICIES (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on various bases.
Depreciation is provided on the following basis:
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.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.ACCOUNTING POLICIES (continued)
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
There is a high-degree of estimation uncertainty relating to service maintenance contracts where the Group is required to maintain machinery for a fixed period at a pre-determined price. There is a significant range in the profitability of these contracts, which depends on the performance of each machine and management have determined that it is not possible to accurately forecast the work required in completing each contract. As a result of this revenue is only recognised to the extent that costs are recoverable with the remainder on completion of the contract. The annual depreciation charge is sensitive to any changes in the estimated useful life and residual value of tangible assets. The useful economic lives and residual value are assessed on an annual basis and amended only when evidence shows a change in the estimated economic lives or residual life. Criteria used to assess the economic life and residual value includes technological advancement, economic utilisation, physical condition of the assets and future investment. The group’s products are subject to changing market demand. It is therefore necessary to consider on a periodic basis the recoverability of the cost of stocks and the associated impairment. Management calculates impairments by considering the nature and condition of the stocks and applies assumptions around anticipated saleability of finished goods and future usage of raw materials, overheads and labour.
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
11.TAXATION (CONTINUED)
There were no factors that may affect future tax charges.
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Page 25
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Page 26
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Page 27
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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T. H. WHITE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company, together with its parent undertaking and fellow subsidiary undertakings, has entered into a cross-guarantee and debenture over all assets arrangement in favour of HSBC UK Bank plc to support the borrowings of the group. At the end of the year, the Company had a contingent liability of £4,308,916 (2022: £4,470,162).
The company has exposure to repurchase goods sold to customers up to £1,250,614 (2022: £891,599). The directors consider that the liability under the buy-back arrangements does not exceed the value of the goods that may be repurchased.
The Company operates a
The immediate and ultimate parent company is
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