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Registered number: NI666382










MBNI Holdings Ltd










Annual Report and Financial Statements

For the Year Ended 31 December 2023

 
MBNI Holdings Ltd
 

Company Information


Directors
Neil McKibbin 
Pauline McKeating 




Registered number
NI666382



Registered office
47 Mallusk Road
Newtonabbey

Northern Ireland

BT36 4PJ




Independent auditors
ASM (B) Ltd
Chartered Accountants and Statutory Auditors

4th Floor - Glendinning House

6 Murray Street

Belfast

Co. Antrim

BT1 6DN




Bankers
Danske Bank
Donegall Square West

Belfast

BT1 6JS




Solicitors
Mills Selig
21 Arthur St

Belfast

BT1 4GA





 
MBNI Holdings Ltd
 

Contents



Page
Group Strategic Report
 
 
1 - 3
Directors' Report
 
 
4 - 7
Independent Auditors' Report
 
 
8 - 11
Consolidated Statement of Comprehensive Income
 
 
12
Consolidated Balance Sheet
 
 
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 - 18
Notes to the Financial Statements
 
 
19 - 41


 
MBNI Holdings Ltd
 

Group Strategic Report
For the Year Ended 31 December 2023

Introduction
 
The directors present their Strategic report on the group for the year ended 31 December 2023.
Principal activities and business review
The principal activity of the company during the period was the management of subsidiaries. The subsidiary companies are involved in the purchase, sale and hire of commercial vehicles and associated services.
The group has sought to maximise the potential of its outlets in both Northern Ireland and the Surrey/Sussex region. The group is satisfied with the level of performance.
The results for the group show a profit for the financial period ended 31 December 2023 of £2,633,000. There were £1,500,000 in dividends paid during the period. The directors do not recommend the payment of a final dividend.
Going concern
At the date of this report, the directors are confident that the group can continue to demonstrate its resilience and navigate these challenging times successfully. At the Balance Sheet date the group had net assets of £8,507,000 (2022: £7,374,000) and continued to generate profits. The directors have prepared budgets and cash flow forecasts. As a result, the directors continue to prepare the financial statements on a going concern basis as they are satisfied that the group has the ability to meet its liabilities as and when they fall due for a period of not less than 12 months from the date of this report.

Principal risks and uncertainties
 
The management of the business and the execution of the group's strategy are subject to a number of risks. The key business risks and uncertainties affecting the company are considered to relate to the current economic environment, competition from other dealerships, supplier stability, employee retention and Mercedes Benz support. These risks are addressed through a good relationship with Mercedes-Benz, strong customer service and after sales support as well as investment in its people and facilities.

Financial key performance indicators
 
The group's key performance indicators are as follows: 
        2023   2022
Turnover £'000      105,023           86,559
Gross profit margin      17.31%  18.02%
Employee numbers                         295            285
Future Developments
The year ahead may have economic challenges in respect of Commercial Vehicle Sales. However, as at the time of signing these financial statements, the directors are confident that 2024 and 2025 will show continued improvement across all sections of its businesses and improvement in trading profits for the coming year. 

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Page 1

 
MBNI Holdings Ltd
 

Group Strategic Report (continued)
For the Year Ended 31 December 2023

Environment
 
The group and company recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors' continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.
Health and safety
The group and company is committed to achieving the highest practicable standards in health and safety management and strives to make all sites and offices safe environments for employees and customers alike.
Human resources
The group and  company's most important resource is its people; their knowledge and experience is crucial to meeting customer requirements. Retention of key staff is critical and the company has invested increasingly in
employment training and development and has introduced appropriate incentive and career progression
arrangements.
Employees
 
Applications for employment by disabled persons are always fully considered, bearing in mind the respective aptitudes and abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with the group continues and the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of a disabled person should, as far as possible, be identical to that of a person who does not suffer from a disability. 
Consultation with employees or their representative has continued at all levels, with the aim of ensuring their views are taken into account when decisions are made that are likely to affect their interests and that all employees are aware of the financial and economic performance of the group.














 
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Page 2

 
MBNI Holdings Ltd
 

Group Strategic Report (continued)
For the Year Ended 31 December 2023

Statement by the directors in performance of their statutory duties accordance with s172(1) Companies Act 2006 
This section describes how the directors have had regard to the matters set out in section 172(1) (a) to (f), and forms the directors' statement required under the Companies (Miscellaneous Reporting) Regulations 2018. 
The directors require all employees of the group to adhere to the highest standards of integrity and meet with all legal and regulatory requirements. 
In making decisions, the directors give appropriate consideration to the short and long term impacts of those decisions. These decisions are based on relevant budgets, forecasts, considerations of principal and emerging business risks and the wider market environment. In making these decisions the directors give due consideration to the impact on key stakeholders and acknowledge that appropriate engagement and consultation with these stakeholders supports the future success of the group. This includes decisions which impact the group's: 
• Employees, to ensure that appropriate levels of communication are provided by the directors and feedback received from the employees and acted on;
• Customers, to ensure that appropriate levels of engagement are maintained across the customer base and that high levels of customer service is monitored and maintained;
• Suppliers, to ensure that a strong relationship is maintained with the key suppliers e.g. Mercedes Benz; 
• Community and environment, to ensure that the activities of the group support the local community and environment, for example, through providing employment for local people, supporting in their training and ensuring that the group's activities look after the local environment;
• Regulators, to ensure that the group is in compliance with all laws and regulations; and
• Other key stakeholders. 

 



This report was approved by the board on 5 June 2024 and signed on its behalf.



Pauline McKeating
Director

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Page 3

 
MBNI Holdings Ltd
 

 
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.

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 judgments 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.

Results and dividends

The profit for the year, after taxation, amounted to £2,633,000 (2022 - £2,773,000).

There were £1,500,000 in dividends paid during the period. The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

Neil McKibbin 
Pauline McKeating 

Directors' indemnities

As permitted by the Articles of Association, the directors have the benefit of an indemnity which is qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force. The group also purchased and maintained throughout the financial year director's and officer's liability insurance in respect of itself and its directors.

Future developments

A review of the business, results and future developments are detailed in the Strategic report and included in this report by cross reference.

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Page 4

 
MBNI Holdings Ltd
 

 
Directors' Report (continued)
For the Year Ended 31 December 2023

Financial risk management

The group's operations expose it to a variety of financial risks that include foreign exchange risk, credit risk, liquidity risk and interest rate risk. The group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the group by monitoring levels of debt finance and the related finance costs.
Given the size of the group, the directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policies set by the board of directors are implemented by the group finance department.

Foreign exchange risk

While the greater part of the group's revenues and expenses are denominated in sterling, the group is exposed to some foreign exchange risk in the normal course of business, principally from sales and purchases in Euros. While the group has not used financial instruments to date to hedge foreign exchange exposure, this position is kept under review.

Credit risk

The group has implemented policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure to individual customers is subject to a limit, which is reassessed regularly by the board.

Liquidity risk

The group actively maintains a mixture of medium-term and short-term debt finance that is designed to ensure the group has sufficient available funds for operations and planned expansions.

Interest rate risk

The group has interest bearing liabilities in the form of bank overdrafts, bank loans and preference shares classified as financial liabilities. The group has a policy of maintaining debt at a competitive rate to ensure a reasonable degree of certainty over future interest cash flows. The directors will revisit the appropriateness of this policy should the group's operations change in size or nature.


Engagement with employees

A review of employee engagement is detailed in the Strategic report and included in this report by cross reference

Engagement with suppliers, customers and others

Please refer to the Section 172(1) statement within the Strategic report.

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Page 5

 
MBNI Holdings Ltd
 

 
Directors' Report (continued)
For the Year Ended 31 December 2023

Streamlined Energy and Carbon Reporting ('SECR')

In line with the Companies (Directors' report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018 (the 2018 Regulations) and accompanying government guidance 'Environmental Reporting Guidelines: Including Streamlined Energy and Carbon Reporting requirements: March 2019' the group presents details on its carbon and energy use.

Energy and emissions report

Energy consumption (units)
Carbon emissions (kCO2e)
Intensity ration (Emission per £'000 turnover)
Energy consumption (units)
Carbon emissions (kCO2e)
Intensity ration (Emission per £'000 turnover)
  2023
      2023
      2023
      2022
      2022
      2022

Diesel (litres)

282,269

762,126

7
 
294,828
 
796,036

9

Gas (Kmh)

853,187

155,741

1
 
1,065,997
 
194,587

2

Water (m3)

5,547

2,335

-
 
10,252
 
4,316

-

Electricity (Kwh)

802,414

155,171

1
 
979,231
 
189,364

2


1,943,417

1,075,373

9
 
2,350,308
 
1,184,303

13


Methodology

To determine emissions for the year ended 31 December 2023, the group used a methodology compliant with the Greenhouse Gas ('GHG') Protocol and incorporated the 2020 UK Government GHG conversion factors for greenhouse gas reporting.
Electricity, gas, water and diesel consumption was based on actual data, obtained from supplier invoices, meter readings, fuel logs, employee expense claims and supplier account statements. The collected consumption data was then converted to greenhouse gas emissions associated with each activity using annually updated emission / conversion factors provided by the UK Government.

Energy efficiency measures

A sample of energy efficiency actions undertaken by the group during the financial year is outlined below:
- Use of more energy efficient LED office lights and smart metering;
- Regular service and maintenance of the central heater boiler;
- Waste segregation improvements with waste specific bins used;
- Incorporating a rolling replacement programme of company vehicles from diesel to electric vehicles; and
- The installation of EV charging points across all of the group's dealerships.

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Page 6

 
MBNI Holdings Ltd
 

 
Directors' Report (continued)
For the Year Ended 31 December 2023

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.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

The auditorsASM (B) Ltdwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 5 June 2024 and signed on its behalf.
 





Pauline McKeating
Director

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Page 7

 
MBNI Holdings Ltd
 

 
Independent Auditors' Report to the Members of MBNI Holdings Ltd
 

Opinion


We have audited the financial statements of MBNI Holdings Ltd (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.


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Page 8

 
MBNI Holdings Ltd
 

 
Independent Auditors' Report to the Members of MBNI Holdings Ltd (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.


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Page 9

 
MBNI Holdings Ltd
 

 
Independent Auditors' Report to the Members of MBNI Holdings Ltd (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:

We gained an understanding of the legal and regulatory framework applicable to the Group and Company and the industry in which they operate, and considered the risk of acts by the Group and Company that were contrary to applicable laws and regulations, including fraud. We considered the opportunities and incentives that may exist within the Group and Company for fraud and identified the greatest potential for fraud in the following areas: management override of controls and fraud risk relating to revenue.
We designed audit procedures to respond to these risks, recognising that the risk of not detecting a material
misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve
deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. Our
audit procedures included: enquiries of management about their own identification and assessment of risks of
irregularities, testing the design and implementation of controls relating to the risks, sample testing of journals
posted during the year, revenue cut off testing and agreeing a sample of revenue items to underlying source documentation.
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.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves
intentional concealment, forgery, collusion, omission or misrepresentation.


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.


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MBNI Holdings Ltd
 

 
Independent Auditors' Report to the Members of MBNI Holdings Ltd (continued)


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.





Brian Clerkin (Senior Statutory Auditor)
  
for and on behalf of
ASM (B) Ltd
 
Chartered Accountants and Statutory Auditors
  
4th Floor - Glendinning House
6 Murray Street
Belfast
Co. Antrim
BT1 6DN

5 June 2024
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Page 11

 
MBNI Holdings Ltd
 

Consolidated Statement of Comprehensive Income
For the Year Ended 31 December 2023

2023
2022
Note
£000
£000

  

Turnover
  
105,023
86,559

Cost of sales
  
(86,848)
(70,958)

Gross profit
  
18,175
15,601

Administrative expenses
  
(12,381)
(11,094)

Operating profit
 6 
5,794
4,507

Interest payable and similar expenses
 10 
(2,239)
(1,068)

Profit before taxation
  
3,555
3,439

Tax on profit
 11 
(922)
(666)

Profit for the financial year
  
2,633
2,773

  

Total comprehensive income for the year
  
2,633
2,773

Profit for the year attributable to:
  

Owners of the parent Company
  
2,633
2,773

  
2,633
2,773

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
2,633
2,773

  
2,633
2,773

The notes on pages 19 to 41 form part of these financial statements.

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Page 12

 
MBNI Holdings Ltd
Registered number: NI666382

Consolidated Balance Sheet
As at 31 December 2023

2023
2022
Note
£'000
£'000

Fixed assets
  

Intangible assets
 14 
4,019
4,315

Tangible assets
 15 
26,323
25,008

  
30,342
29,323

Current assets
  

Stocks
 17 
9,154
6,911

Debtors: amounts falling due within one year
 18 
8,189
8,863

Cash at bank and in hand
 19 
9,673
7,904

  
27,016
23,678

Creditors: amounts falling due within one year
 20 
(33,950)
(31,154)

Net current liabilities
  
 
 
(6,934)
 
 
(7,476)

Total assets less current liabilities
  
23,408
21,847

Creditors: amounts falling due after more than one year
 21 
(13,223)
(13,034)

Provisions for liabilities
  

Deferred tax
 23 
(1,678)
(1,439)

  
 
 
(1,678)
 
 
(1,439)

Net assets
  
8,507
7,374


Capital and reserves
  

Called up share capital 
 24 
1,000
1,000

Profit and loss account
  
7,507
6,374

  
8,507
7,374


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 5 June 2024.



Pauline McKeating
Director

The notes on pages 19 to 41 form part of these financial statements.

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Page 13

 
MBNI Holdings Ltd
Registered number: NI666382

Company Balance Sheet
As at 31 December 2023

2023
2022
Note
£'000
£'000

Fixed assets
  

Investments
 16 
11,844
11,844

  
11,844
11,844

  

Creditors: amounts falling due within one year
 20 
(9,517)
(8,017)

Net current liabilities
  
 
 
(9,517)
 
 
(8,017)

Total assets less current liabilities
  
2,327
3,827

  

  

Net assets excluding pension asset
  
2,327
3,827

Net assets
  
2,327
3,827


Capital and reserves
  

Called up share capital 
 24 
1,000
1,000

Profit and loss account
  
1,327
2,827

  
2,327
3,827


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 5 June 2024.


Pauline McKeating
Director

The notes on pages 19 to 41 form part of these financial statements.

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Page 14

 
MBNI Holdings Ltd
 

Consolidated Statement of Changes in Equity
For the Year Ended 31 December 2023


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£'000
£'000
£'000
£'000


At 1 January 2022
1,360
3,601
4,961
4,961


Comprehensive income for the year

Profit for the year
-
2,773
2,773
2,773
Total comprehensive income for the year
-
2,773
2,773
2,773


Contributions by and distributions to owners

Shares redeemed during the year
(360)
-
(360)
(360)


Total transactions with owners
(360)
-
(360)
(360)



At 1 January 2023
1,000
6,374
7,374
7,374


Comprehensive income for the year

Profit for the year
-
2,633
2,633
2,633
Total comprehensive income for the year
-
2,633
2,633
2,633


Contributions by and distributions to owners

Dividends: Equity capital
-
(1,500)
(1,500)
(1,500)


Total transactions with owners
-
(1,500)
(1,500)
(1,500)


At 31 December 2023
1,000
7,507
8,507
8,507


The notes on pages 19 to 41 form part of these financial statements.

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Page 15

 
MBNI Holdings Ltd
 

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
1,360
327
1,687


Comprehensive income for the year

Profit for the year
-
2,500
2,500
Total comprehensive income for the year
-
2,500
2,500


Contributions by and distributions to owners

Shares redeemed during the year
(360)
-
(360)


Total transactions with owners
(360)
-
(360)



At 1 January 2023
1,000
2,827
3,827
Total comprehensive income for the year
-
-
-


Contributions by and distributions to owners

Dividends: Equity capital
-
(1,500)
(1,500)


Total transactions with owners
-
(1,500)
(1,500)


At 31 December 2023
1,000
1,327
2,327


The notes on pages 19 to 41 form part of these financial statements.

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Page 16

 
MBNI Holdings Ltd
 

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
2,633
2,773

Adjustments for:

Amortisation of intangible assets
296
296

Depreciation of tangible assets
3,951
4,552

Loss on disposal of tangible assets
(452)
(1,019)

Interest paid
2,239
1,067

Taxation charge
922
666

(Increase)/decrease in stocks
(2,241)
700

Decrease/(increase) in debtors
673
(1,276)

(Decrease)/increase in creditors
(3,180)
1,842

Corporation tax (paid)
(710)
(602)

Net cash generated from operating activities

4,131
8,999


Cash flows from investing activities

Purchase of tangible fixed assets
(8,235)
(6,781)

Sale of tangible fixed assets
3,419
4,114

Acquisition of subsidiary
-
(308)

Net cash from investing activities

(4,816)
(2,975)

Cash flows from financing activities

Repayment of loans
185
(955)

Repayment of deferred consideration
-
(2,209)

Shares treated as debt - redeemed
-
(1,500)

Dividends paid
(1,500)
-

Interest paid
(2,239)
(1,067)

Net movement in hire purchase agreements
800
(1,961)

Net cash used in financing activities
(2,754)
(7,692)

Net (decrease) in cash and cash equivalents
(3,439)
(1,668)

Cash and cash equivalents at beginning of year
(6,250)
(4,582)

Cash and cash equivalents at the end of year
(9,689)
(6,250)


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
9,673
7,904

Bank overdrafts
(19,362)
(14,154)
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Page 17

 
MBNI Holdings Ltd
 

Consolidated Statement of Cash Flows (continued)
For the Year Ended 31 December 2023


2023
2022

£000
£000


(9,689)
(6,250)


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Page 18

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

1.


General information

The principal activity of the company during the year was the management of subsidiaries. The subsidiary companies are involved in the purchase, sale and hire of commercial vehicles and associated services. 
The company is a private company limited by shares and is incorporated and domiciled in Northern Ireland, within the United Kingdom. The address of its registered office is 47 Mallusk Road, Newtownabbey, Northern Ireland, BT36 3PJ. 


2.


Statement of compliance

The financial statements of MBNI Holdings Ltd have been prepared in compliance with the United Kingdom Accounting Standards, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland” (FRS 102) and the Companies Act 2006. 

3.Accounting policies

 
3.1

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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 4).

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:

  
3.2

Going concern

At the date of this report, the directors are confident that the group can continue to demonstrate its resilience and navigate these challenging times successfully. At the Balance Sheet date the group had net assets of £8,507,000 (2022: £7,374,00) and continued to generate profits. The directors have prepared budgets and cash flow forecasts which continue to show positive profitability, cashflow and ability to service it's debt. These forecasts, together with the continued support of it's key funders and suppliers, enable the directors to continue to prepare the financial statements on a going concern basis as they are satisfied that the group has the ability to meet its liabilities as and when they fall due for a period of not less than 12 months from the date of this report.

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Page 19

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)

 
3.3

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.

 
3.4

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.

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Page 20

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)

 
3.5

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.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
3.6

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 
3.7

Interest income

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

 
3.8

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.

 
3.9

Borrowing costs

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

 
3.10

Pensions

Defined contribution 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.

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Page 21

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)

 
3.11

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.

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Page 22

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)

 
3.12

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Customer relationships
-
15
years
Supplier relationships
-
20
years
Goodwill
-
20
years

 
3.13

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.

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% straight line
Plant and machinery
-
10% straight line
Motor vehicles
-
15-30% straight line
Fixtures and fittings
-
10% straight line
Equipment
-
20-25% straight line

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.

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Page 23

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)

 
3.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
3.15

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 first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

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.

The group has to access to 'consignment stock' under agreements with suppliers for a consignment period. Where the nature of these agreements transfers risks and rewards to the group, which in substance gives the group control over the stocks during the consignment period and liabilities in respect of holding costs, the group recognises these stocks together with the equivalent liability.

 
3.16

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.

 
3.17

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.

 
3.18

Creditors

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

 
3.19

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 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.

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Page 24

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)

 
3.20

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.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, 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 the 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 the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual
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Page 25

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

3.Accounting policies (continued)


3.20
Financial instruments (continued)

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, whereby 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.

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

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

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 as with a documented risk management or investment strategy.

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.

 
3.21

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.

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Page 26

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

4.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements made in the process of preparing the group financial statements are continually evaluated and are based on the historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 
(
a) Critical judgement in applying the entity’s accounting policies
There are no critical judgements in applying the entity’s accounting policies.
(
b) Critical accounting estimates and assumptions
There are no critical accounting estimates and assumptions.


5.


Turnover

The turnover and profit before are attributable to the on principal activity of the group.
No analysis of turnover is provided as directors consider that such disclosure would be seriously prejudicial to the interests of the Group.


6.


Operating profit

The operating profit is stated after charging:

2023
2022
£'000
£'000

Amortisation of intangible assets
296
296

Depreciation of tangible assets
4,316
4,552

Profit on disposal of fixed assets
(452)
(1,019)

Staff costs (note 8)
11,761
11,060

Operating Leases
479
1,085


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
54
51

Fees payable to the Company's auditors and their associates in connection with the Group's pension scheme(s) in respect of:

Taxation compliance services
7
7

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Page 27

 
MBNI Holdings Ltd
 

 
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
10,293
9,744
-
-

Social security costs
1,118
1,106
-
-

Cost of defined contribution scheme
350
210
-
-

11,761
11,060
-
-


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



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Management / Administration
28
21
2
2



Sales
34
29
-
-



Parts
53
46
-
-



Service
180
189
-
-

295
285
2
2


9.


Directors' remuneration

2023
2022
£000
£000

Directors' emoluments
103
192

Directors' pension costs
33
4

136
196


During the year retirement benefits were accruing to 2 directors (2022 - 3) in respect of defined contribution pension schemes.

Key management of the group and company are defined as the directors and certain senior management. Remuneration of key management personnel was £136,000 (2022: £196,000)

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Page 28

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

10.


Interest payable and similar expenses

2023
2022
£000
£000


Interest payable on bank borrowing
1,228
503

Other similar charges payable
1,011
565

2,239
1,068


11.


Taxation


2023
2022
£000
£000

Corporation tax


Current tax on profits for the year
683
749


683
749


Total current tax
683
749

Deferred tax


Origination and reversal of timing differences
239
(83)

Total deferred tax
239
(83)


Taxation on profit on ordinary activities
922
666
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Page 29

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - the same as) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
£000
£000


Profit on ordinary activities before tax
3,555
3,439


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
836
653

Effects of:


Expenses not deductible for tax purposes
13
41

Capital allowances for year in excess of depreciation
(130)
193

Amortisation of goodwill
70
56

Deferred tax
239
(83)

Profit on disposal of fixed assets
(106)
(194)

Total tax charge for the year
922
666


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


12.


Dividends

2023
2022
£000
£000


Dividends paid in year
1,500
-

1,500
-


13.


Parent company profit for the year

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 profit after tax of the parent Company for the year was £  (2022 - £2,500 thousand).

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Page 30

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

14.


Intangible assets

Group





Supplier Relationships
Customer Relationships
Goodwill
Total

£000
£000
£000
£000



Cost


At 1 January 2023
2,781
411
2,012
5,204



At 31 December 2023

2,781
411
2,012
5,204



Amortisation


At 1 January 2023
522
112
255
889


Charge for the year on owned assets
174
37
85
296



At 31 December 2023

696
149
340
1,185



Net book value



At 31 December 2023
2,085
262
1,672
4,019



At 31 December 2022
2,259
299
1,757
4,315



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Page 31

 


 
MBNI Holdings Ltd


 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023


15.


Tangible fixed assets


Group







Freehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Office equipment
Total

£000
£000
£000
£000
£000
£000



Cost or valuation


At 1 January 2023
13,688
2,409
21,570
938
384
38,989


Additions
1,298
275
6,262
318
81
8,234


Disposals
-
-
(5,437)
-
-
(5,437)



At 31 December 2023

14,986
2,684
22,395
1,256
465
41,786



Depreciation


At 1 January 2023
2,694
1,482
8,873
588
344
13,981


Charge for the year on owned assets
289
193
3,359
76
35
3,952


Disposals
-
-
(2,470)
-
-
(2,470)



At 31 December 2023

2,983
1,675
9,762
664
379
15,463



Net book value



At 31 December 2023
12,003
1,009
12,633
592
86
26,323



At 31 December 2022
10,993
928
12,698
350
39
25,008

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Page 32

 


 
MBNI Holdings Ltd


 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

           15.Tangible fixed assets (continued)

The net book value of motor vehicles held under finance leases or hired purchase contracts, included above, are £12,440,763 (2022: £12,268,000).

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Page 33

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

16.


Fixed asset investments

Company





Investments in subsidiary companies

£000



Cost or valuation


At 1 January 2023
11,844



At 31 December 2023
11,844





Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

McKibbin Holdings Limited
Northern Ireland
Holding company
Ordinary
100%

Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

M-B Truck and Van (NI) Limited
Northern Ireland
Sales hire and servicing of vehicles
Ordinary
100%
Rossetts (UK) Limited
England
Sales hire and servicing of vehicles
Ordinary
100%
Rentatruck (Self Drive) Limited
Northern Ireland
Dormant
Ordinary
100%
Truck & Trailer Spares (NI) Limited
Northern Ireland
Dormant
Ordinary
100%
Inspired Business Investments Limited
Northern Ireland
Holding company
Ordinary
100%

McKibbin Holdings Limited, M-B Truck and Van (NI) Limited, Rentatruck (Self Drive) Limited, Truck & Trailer Spares (NI) Limited and Inspired Business Investments Limited have a registered office address of 47 Mallusk, Newtownabbey, Co Antrim, BT36 4PJ.
Rossetts (UK) Limited has a registered office address of Meadow Road Industrial Estate, Meadow Road, Worthing, West Sussex, BN11 2RU.

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Page 34

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

17.


Stocks

Group
Group
2023
2022
£'000
£'000

Finished goods and goods for resale
9,154
6,911

9,154
6,911


Deducted from stock at the year end is an amount for consignment stock for Mercedes Benz totalling £23,628,657 (2022: £18,343,862). The stock has been allocated to the company by Mercedes Benz however the title does not pass to the company until a sale agreement has been made. Mercedes Benz reserve the right to allocate consignment inventory to other dealers.


18.


Debtors

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


Trade debtors
7,025
7,450
-
-

Other debtors
577
733
-
-

Prepayments and accrued income
587
680
-
-

8,189
8,863
-
-


The group’s trade debtors are stated after provisions for impairment of £177,413  (2022: £496,043).


19.


Cash and cash equivalents

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

Cash at bank and in hand
9,673
7,904
-
-

Less: bank overdrafts
(19,362)
(14,154)
(9,517)
(8,017)

(9,689)
(6,250)
(9,517)
(8,017)


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Page 35

 
MBNI Holdings Ltd
 

 
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
19,362
14,154
9,517
8,017

Bank loans
666
760
-
-

Payments received on account
109
121
-
-

Trade creditors
6,449
8,776
-
-

Corporation tax
728
755
-
-

Other taxation and social security
744
991
-
-

Obligations under finance lease and hire purchase contracts
4,765
3,876
-
-

Amounts owed to related parties
115
-
-
-

Accruals and deferred income
1,012
1,721
-
-

33,950
31,154
9,517
8,017


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Page 36

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

21.


Creditors: Amounts falling due after more than one year

Group
Group
2023
2022
£000
£000

Bank loans
4,761
4,483

Net obligations under finance leases and hire purchase contracts
8,462
8,551

13,223
13,034



 
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Page 37

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023


20.


Loans and Other Borrowings

Group
 2023
Company
2023
Group
2022
Company
2022
      £000
      £000
Bank loans and overdrafts

less than 1 year

20,138

9,517

14,914
 
8,017
 
Between one and two years

3,959

-

592
 
-
 
Between two and five years

802

-

3,891
 
-
 
In more than five years

-

-

-
 
-
 

24,899

9,517

19,397
 
8,017
 






Group
2023
Company
2023
Group
2022
Company
2022
      £000
      £000
£000
       £000
Hire Purchase

less than 1 year

4,765

-

3,876
 
-
 
Between one and two years

3,697

-

3,350
 
-
 
Between two and five years

4,765

-

5,201
 
-
 
In more than five years

-

-

-
 
-
 

13,227


12,427
 
 


Security

The bank loans and overdraft are secured by a fixed and floating debenture over the assets and undertakings of the group, a legal charge over the Mallusk, Worthing and Aldershot sites. They are also secured by an unlimited intercompany cross guarantee, intercompany group fixed and floating charges.
They are also secured by a personal guarantees of £600,000 by a director and are repayable in quarterly instalments.

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Page 38

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

22.


Financial instruments

Group

Group
2023
2022
£000
£000

Financial assets

Trade debtors
7,025
7,450

Other debtors
700
733

7,725
8,183


Financial liabilities

Trade creditors
6,558
8,776

Bank loans and overdrafts
24,789
19,397

Obligations under HP and finance lease
13,227
12,427

Deferred consideration
-
-

44,574
40,600

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Page 39

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

23.


Deferred taxation


Group



2023


£000






At beginning of year
(1,439)


Charged to profit or loss
(239)



At end of year
(1,678)

Group
Group
2023
2022
£000
£000

Accelerated capital allowances
(1,678)
(1,439)

(1,678)
(1,439)


24.


Share capital

2023
2022
£000
£000
Allotted, called up and fully paid



1,000,000 (2022 - 1,000,000) Ordinary shares  of £1.00 each
1,000
1,000


25.


Analysis of net debt




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

£000

£000

Cash at bank and in hand

7,904

1,769

9,673

Bank overdrafts

(14,154)

(5,208)

(19,362)

Bank loans

(4,483)

(291)

(4,774)

Deferred consideration

-

-

-

Finance Lease

(12,427)

(800)

(13,227)


(23,160)
(4,530)
(27,690)

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Page 40

 
MBNI Holdings Ltd
 

 
Notes to the Financial Statements
For the Year Ended 31 December 2023

26.


Commitments under operating leases

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


Group
Group
2023
2022
£000
£000

Not later than 1 year
724
386

Later than 1 year and not later than 5 years
1,133
1,542

1,857
1,928

27.


Related party transactions

The company has taken advantage of the exemptions contained in Section 33.1A FRS 102 not to disclose related party transactions with the related parties that are wholly owned within the group. 
Neil McKibbin is deemed to be a related party as he is a director and shareholder of the Group. At the year end, Neil McKibbin owed the Group £71,000 (2022: £61,000).


28.


Ultimate controlling party

The ultimate controlling party is considered to be the shareholders of MBNI Holdings Ltd as set out below:
Shareholders:
Pauline McKeating (67%)
Neil McKibbin (33%)
 

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Page 41