Vehicle Movement Exchange UK Ltd |
Strategic Report |
|
|
|
|
The directors present their strategic report for the year ending 31 December 2023. |
Review of the business |
The directors are satisfied with the performance of the company as reported in the financial statements. |
Turnover has increased by £2 million YoY to circa £14.5 million. The business continues to acquire new customers from various industry verticals whilst proportionally growing the pool of available suppliers and drivers. |
Principal risks and uncertainties |
The continuing use of motorised vehicle and the requirement for re-location of these for sale or repair will continue. The movement to electric and other means of power should not impact on this in the foreseeable future and the use of self driving technology is closely monitored and its possible impacts on the industry for future movement services. |
|
Economic climate |
The business faced several headwinds during the year with vehicle shortages and the economic climate resulting in fewer vehicle movements across its existing customer base and the industry in general. In spite of the cost-of-living crisis, general inflation, customer liquidation and the ongoing disruption from Train strikes the business moved forward. |
Liquidity Risk |
The directors consider that the Company has sufficient current assets to enable it to continue to trade and to pay its liabilities as they become due. |
Retention of key people |
Attracting and retaining top talent is firmly on the Company’s strategic roadmap and classed as an enabler for future growth. The Directors take a collaborative, supportive, and nurturing approach to the recruitment development and retention of staff at all levels. This has resulted in low attrition rates across the business with the average tenure of circa 70 staff being 2.27 years. |
Competitor activity |
Although competition exists the Company does not believe that any independent movement only business is at the scale and size of the Company with a service offering that matches the complete service offered by the Company. |
Key performance indicators |
The Companies' business model is extensive and relies on the prompt execution of key tasks and a high level of service to clients. To ensure consistent performance the Company deploys a range of key performance indicators to maintain, measure and improve service delivery to its customer base. 2023 saw YoY improvements in key metrics including a 25% increase in the Customer base, 2% increase in on time delivery, 12% increase in core auto deployment and an 18% growth in the supplier network. |
|
This report was approved by the board on 23 July 2024 and signed on its behalf. |
|
|
C J Clibbery |
|
|
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
|
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
|
Other information |
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and , except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this or other information, we are required to report that fact. |
We have nothing to report in this regard. |
|
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of our audit: |
● |
the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
● |
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. |
|
Extent to which the audit was considered capable of detecting irregularities, including fraud |
The extent to which our procedures are capable of detecting Irregularities, including fraud, is detailed below. |
We identified and assessed the risks of material misstatement of the financial statements, in respect of irregularities whether due to fraud or error, or non compliance with laws and regulations and then designed and performed audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following: |
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company by discussion and enquiry with the directors and management team and our general knowledge and experience of the debt collection industry. |
We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, employment, and health and safety legislation; |
We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management, reviewing correspondence with relevant regulators |
Audit responses to risks identified |
We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed included but were not limited to: |
- |
Discussions with directors and management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; |
- |
Confirming our understanding of controls by performing a walk through test or observation and enquiry; |
- |
Performing analytical procedures to identify any unusual or unexpected relationships; |
- |
Challenging assumptions and judgements made by management in accounting for collections in progress at the year end, including estimation of success rate; |
- |
Identifying and testing journal entries; |
- |
Reviewing unusual or unexpected transactions; and |
- |
Agreeing the financial statement disclosures to underlying supporting documentation. |
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
A further description of our responsibilities is available on the Financial Reporting Council's website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report. |
Other Matters |
For accounting periods up to 31 December 2022 the company was able to claim an exemption from the requirement to appoint auditors as a small company and consequently prepared and filed financial statements that were not subject to audit |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in 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. |
|
|
Frances Clapham |
(Senior Statutory Auditor) |
No4 Castle Court 2 |
for and on behalf of |
Castlegate Way |
CK Audit |
Dudley |
Accountants and Statutory Auditors |
West Midlands |
23 July 2024 |
DY1 4RH |
|
Vehicle Movement Exchange UK Ltd |
Statement of Cash Flows |
for the year ended 31 December 2023 |
|
|
|
|
|
|
|
|
Notes |
|
2023 |
|
2022 |
£ |
£ |
Operating activities |
Loss for the financial year |
(235,704) |
|
(577,976) |
|
Adjustments for: |
Interest payable |
70,274 |
|
34,228 |
Tax on loss on ordinary activities |
(92,229) |
|
(420,976) |
Depreciation |
13,389 |
|
6,949 |
Increase in debtors |
(374,675) |
|
(331,234) |
Increase in creditors |
32,263 |
|
420,056 |
|
|
|
(586,682) |
|
(868,953) |
|
Interest paid |
|
|
(70,274) |
|
(34,228) |
Corporation tax received |
210,831 |
|
168,931 |
|
Cash used in operating activities |
(446,125) |
|
(734,250) |
|
|
|
|
|
|
Investing activities |
Payments to acquire tangible fixed assets |
(12,394) |
|
(19,693) |
|
Cash used in investing activities |
(12,394) |
|
(19,693) |
|
|
|
|
|
|
Financing activities |
Proceeds from the issue of shares |
751,898 |
|
760,592 |
Repayment of loans |
(535,717) |
|
(105,337) |
|
Cash generated by financing activities |
216,181 |
|
655,255 |
|
|
|
|
|
|
Net cash used |
Cash used in operating activities |
(446,125) |
|
(734,250) |
Cash used in investing activities |
(12,394) |
|
(19,693) |
Cash generated by financing activities |
216,181 |
|
655,255 |
|
Net cash used |
(242,338) |
|
(98,688) |
|
Cash and cash equivalents at 1 January |
611,239 |
|
709,927 |
Cash and cash equivalents at 31 December |
368,901 |
|
611,239 |
|
|
|
|
|
|
Cash and cash equivalents comprise: |
Cash at bank |
368,901 |
|
611,239 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes form part of these financial statements |
|
|
|
Debtors |
|
Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are recognised at transaction price including any transaction costs. |
|
|
Creditors |
|
Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are recognised at transaction price net of any transaction costs. |
|
|
Taxation |
|
A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference. Current and deferred tax assets and liabilities are not discounted. |
|
|
Leased assets |
|
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the company's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. Operating lease payments are recognised as an expense on a straight line basis over the lease term. |
|
|
Pensions |
|
Contributions to defined contribution plans are expensed in the period to which they relate. |
|
|
2 |
Prior year adjustment |
|
|
The deferred tax asset included on the balance sheet has been included separately as a debtor falling due after more than one year on the face of the balance sheet in contrast to the prior year ended 31 December 2022 where it was included as a long term debtor but that description was made by note to the accounts |
|
There is no adjustment to either profit or taxation and therefor the reserves remain unchanged |
|
3 |
Analysis of turnover |
2023 |
|
2022 |
£ |
£ |
|
|
Services rendered |
14,460,061 |
|
12,408,476 |
|
|
|
|
|
|
|
|
|
|
By geographical market: |
|
|
UK |
14,460,061 |
|
12,408,476 |
|
|
|
|
|
|
|
|
|
|
|
The turnover and profit for the year has been derived from its principal activities. |
|
|
4 |
Operating profit |
2023 |
|
2022 |
£ |
£ |
|
This is stated after charging: |
|
|
Depreciation of owned fixed assets |
13,389 |
|
6,959 |
|
Operating lease rentals - land and buildings |
245,382 |
|
203,156 |
|
Research and development expenditure |
568,576 |
|
400,800 |
|
Auditors' remuneration for audit services |
12,000 |
|
- |
|
|
|
|
|
|
|
|
|
5 |
Directors' emoluments |
2023 |
|
2022 |
£ |
£ |
|
Remuneration for qualifying services |
105,000 |
|
106,000 |
|
|
|
|
|
|
|
|
|
|
|
6 |
Staff costs |
2023 |
|
2022 |
£ |
£ |
|
|
Wages and salaries |
2,464,614 |
|
2,322,902 |
|
Social security costs |
173,771 |
|
174,247 |
|
Other pension costs |
31,903 |
|
27,515 |
|
|
|
|
|
|
2,670,288 |
|
2,524,664 |
|
|
|
|
|
|
|
|
|
|
|
Average number of employees during the year |
Number |
Number |
|
|
Administration |
69 |
|
56 |
|
|
|
|
|
|
|
|
|
|
7 |
Interest payable |
2023 |
|
2022 |
£ |
£ |
|
|
Bank loans and overdrafts |
70,274 |
|
34,228 |
|
|
|
|
|
|
|
|
|
|
8 |
Taxation |
2023 |
|
2022 |
£ |
£ |
|
Analysis of charge in period |
|
Current tax: |
|
UK corporation tax on profits of the period |
(91,978) |
|
(210,831) |
|
|
|
|
|
|
|
|
|
|
Deferred tax: |
|
Origination and reversal of timing differences |
(251) |
|
(210,145) |
|
|
|
|
|
|
|
|
|
|
|
Tax on loss on ordinary activities |
(92,229) |
|
(420,976) |
|
|
|
|
|
|
|
|
|
|
|
Factors affecting tax charge for period |
|
The differences between the tax assessed for the period and the standard rate of corporation tax are explained as follows: |
|
|
|
|
|
|
|
2023 |
|
2022 |
£ |
£ |
|
Loss on ordinary activities before tax |
(327,933) |
|
(998,952) |
|
|
|
|
|
|
|
|
|
|
Standard rate of corporation tax in the UK |
19.00% |
|
19.00% |
|
£ |
£ |
|
Profit on ordinary activities multiplied by the standard rate of corporation tax |
|
(62,307) |
|
(189,801) |
|
|
Effects of: |
|
Expenses not deductible for tax purposes |
(1,429) |
|
3,034 |
|
Enhanced research and development |
(28,307) |
|
(11,331) |
|
Capital allowances for period in excess of depreciation |
65 |
|
(12,733) |
|
|
Current tax charge for period |
(91,978) |
|
(210,831) |
|
|
|
|
|
|
|
|
|
|
|
Factors that may affect future tax charges |
|
The provision for deferred tax is calculated based on tax rates enacted or substantially enacted at the balance sheet date. The rate of corporation tax at 1 April 2023 is 25%. It is expected that the deferred tax will unwind at the rate of 25%. |
|
|
9 |
Tangible fixed assets |
|
|
|
|
|
|
|
|
Computer Equipment |
£ |
£ |
|
Cost |
|
At 1 January 2023 |
37,916 |
|
Additions |
12,394 |
|
At 31 December 2023 |
50,310 |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
At 1 January 2023 |
16,409 |
|
Charge for the year |
13,389 |
|
At 31 December 2023 |
29,798 |
|
|
|
|
|
|
|
|
|
|
|
|
Carrying amount |
|
At 31 December 2023 |
20,512 |
|
At 31 December 2022 |
21,507 |
|
|
|
|
|
|
|
|
|
|
|
|
10 |
Debtors |
2023 |
|
2022 |
£ |
£ |
|
|
Trade debtors |
2,454,590 |
|
2,226,361 |
|
Corporation tax receivable |
73,203 |
|
192,056 |
|
Prepayments and accrued income |
185,639 |
|
39,193 |
|
|
|
|
|
|
2,713,432 |
|
2,457,610 |
|
|
|
|
|
|
|
|
|
|
11 |
Debtors: amounts falling due after one year |
2023 |
|
2022 |
£ |
£ |
|
Deferred tax asset |
591,795 |
|
591,544 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
Creditors: amounts falling due within one year |
2023 |
|
2022 |
£ |
£ |
|
|
Bank loans |
129,829 |
|
655,546 |
|
Trade creditors |
251,654 |
|
383,289 |
|
Other creditors |
|
|
|
|
- |
|
20,000 |
|
Other taxes and social security costs |
868,703 |
|
801,962 |
|
Accruals and deferred income |
349,576 |
|
232,419 |
|
|
|
|
|
|
1,599,762 |
|
2,093,216 |
|
|
13 |
Creditors: amounts falling due after one year |
2023 |
|
2022 |
£ |
£ |
|
|
Bank loans |
14,165 |
|
24,165 |
|
|
|
|
|
|
|
|
|
|
Of the bank loans £119,829 ( 2022 £645,546) is secured by a fixed and floating charge over the company's assets. |
|
14 |
Deferred taxation |
2023 |
|
2022 |
£ |
£ |
|
|
Accelerated capital allowances |
5,128 |
|
5,379 |
|
Tax losses carried forward |
(596,923) |
|
(596,923) |
|
|
|
|
|
|
(591,795) |
|
(591,544) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
2022 |
£ |
£ |
|
|
At 1 January |
(591,544) |
|
(381,399) |
|
Credited to the profit and loss account |
(251) |
|
(210,145) |
|
|
At 31 December |
(591,795) |
|
(591,544) |
|
|
|
|
|
|
|
|
|
|
|
15 |
Share based payments |
|
|
On 20 March 2018 the company introduced an EMI Option agreement with a maximum pool of 2,500,000 ordinary £0.001p shares. The options are to be exercised over a period of not less than 4 years (with a 1 year cliff) from the commencement of the option holders date of employment. Options to be exercised no earlier than 1 year and no later than 10 years from the agreement date. |
|
|
|
|
No of Share options |
|
|
|
|
|
|
2023 |
|
2022 |
|
|
Outstanding at 1 January |
1,169,904 |
|
2,200,573 |
|
Exercised |
27,830 |
|
1,030,669 |
|
Outstanding 31 December |
1,142,074 |
|
1,169,904 |
|
|
|
|
|
|
|
|
|
|
The exercise price paid in the year to 31 December 2023 was £0.06821( 2022: £0.06821 / £0.02441). The options outstanding at the year end are exercisable at either £0.06821 or £0.02441 and remaining contractual life of 4 years. |
|
16 |
Share capital |
Nominal |
|
|
|
2023 |
|
2022 |
value |
Number |
£ |
£ |
|
Allotted, called up and fully paid |
|
Ordinary shares |
£0.001 each |
|
28,843,303 |
|
28,843 |
|
26,398 |
|
Shares issued for cash in year |
|
Ordinary shares |
£0.001 each |
|
2,431,439 |
|
2,431 |
|
2,445 |
|
|
|
|
|
|
|
|
|
|
|
17 |
Share premium |
2023 |
|
2022 |
£ |
£ |
|
|
At 1 January |
5,116,961 |
|
4,317,609 |
|
Shares issued |
749,467 |
|
799,352 |
|
|
At 31 December |
5,866,428 |
|
5,116,961 |
|
|
|
|
|
|
|
|
|
|
18 |
Profit and loss account |
2023 |
|
2022 |
£ |
£ |
|
|
At 1 January |
(3,581,285) |
|
(3,003,309) |
|
Loss for the financial year |
(235,704) |
|
(577,976) |
|
|
At 31 December |
(3,816,989) |
|
(3,581,285) |
|
|
|
|
|
|
|
|
|
|
19 |
Defined contribution pension plans |
|
|
The company offers a defined contribution scheme for the benefit of certain employees. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £32,273 (2022 £27,515) |
|
|
20 |
Other financial commitments |
|
|
Total future minimum lease payments under non-cancellable operating leases: |
|
|
|
Land and buildings |
|
Land and buildings |
Other |
Other |
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
£ |
£ |
£ |
£ |
|
Falling due: |
|
within one year |
37,650 |
|
- |
|
- |
|
- |
|
within two to five years |
- |
|
258,295 |
|
- |
|
- |
|
|
37,650 |
|
258,295 |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
21 |
Analysis of changes in net debt |
|
|
At 1 January |
Cash flows |
Other non cash changes |
|
At 31 December |
|
|
2023 |
|
|
|
|
|
2023 |
£ |
£ |
£ |
£ |
|
Cash and cash equivalents |
|
Cash |
611,239 |
|
(242,338) |
|
|
|
368,901 |
|
Borrowings |
|
Debt due within one year |
(655,546) |
|
525,717 |
|
|
|
(129,829) |
|
Debt due after one year |
(24,165) |
|
10,000 |
|
|
|
(14,165) |
|
|
(679,711) |
|
535,717 |
|
- |
|
(143,994) |
|
|
Total |
(68,472) |
|
293,379 |
|
- |
|
224,907 |
|
|
|
|
|
|
|
|
|
|
22 |
Related party transactions |
|
|
Vehicle Movement Exchange UK during the year traded on normal commercial terms with related companies as follows:- |
|
C J Clibbery who is a director of the company is also the principal shareholder and director of CJC Automotive Business Solutions Ltd |
|
Turnover |
|
Year end creditor |
|
|
|
|
2023 |
|
105,000 |
|
21,000 |
|
23 |
Presentation currency |
|
|
The financial statements are presented in Sterling. |
|
|
24 |
Legal form of entity and country of incorporation |
|
|
Vehicle Movement Exchange UK Ltd is a private company limited by shares and incorporated in England. |
|
|
25 |
Principal place of business |
|
|
The address of the company's principal place of business and registered office is: |
|
|
1st Floor Somerset House |
|
37 Temple Street |
|
Birmingham |
|
B2 5DP |