REGISTERED NUMBER: |
Strategic Report, Report of the Director and |
Financial Statements |
for the Year Ended 31 December 2023 |
for |
Mertrux Limited |
REGISTERED NUMBER: |
Strategic Report, Report of the Director and |
Financial Statements |
for the Year Ended 31 December 2023 |
for |
Mertrux Limited |
Mertrux Limited (Registered number: 01785323) |
Contents of the Financial Statements |
for the Year Ended 31 December 2023 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Director | 3 |
Report of the Independent Auditors | 5 |
Profit and Loss Account | 8 |
Balance Sheet | 9 |
Statement of Changes in Equity | 10 |
Notes to the Financial Statements | 11 |
Mertrux Limited |
Company Information |
for the Year Ended 31 December 2023 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
Chartered Accountants |
The Mills |
Canal Street |
Derby |
DE1 2RJ |
BANKERS: |
33 Old Broad Street |
London |
BX2 1LB |
SOLICITORS: |
Castle Meadow Road |
Nottingham |
NG2 1BJ |
Mertrux Limited (Registered number: 01785323) |
Strategic Report |
for the Year Ended 31 December 2023 |
The director presents his strategic report for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
Mertrux Limited operates a truck, van and used car retailing business with its associated trades. It holds four Mercedes Benz and Mitsubishi points of representation in the East Midlands. The main business activity remains the sale of commercial vehicles to national and local businesses. Truck sales in terms of units have increased by 2% whilst vans sales in terms of units have increased by 58%. Gross profit margin has decreased in this competitive market by 0.8%. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The management of the business and the nature of the company's strategy are subject to a number of risks. |
The directors feel that the principal risk is that of not achieving turnover and the company closely monitors this. There is also the risk of gross profit reduction and cost increases against anticipated performance. The company operates within an industry where margins are low and therefore to be profitable, high volume sales need to occur. This again is closely monitored by the directors with any necessary action undertaken. |
SECTION 172(1) STATEMENT |
The directors consider, both individually and together, that they have acted in a way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Companies Act 2006) in the decisions taken during the year ended 31 December 2023. |
ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS |
The directors have had regard to the need to foster the company's business relationships with suppliers, customers and others. |
ON BEHALF OF THE BOARD: |
Mertrux Limited (Registered number: 01785323) |
Report of the Director |
for the Year Ended 31 December 2023 |
The director presents his report with the financial statements of the company for the year ended 31 December 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of a motor dealer. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2023. |
DIRECTOR |
FINANCIAL INSTRUMENTS AND RISK MANAGEMENT |
The company’s financial assets and liabilities consist of trade debtors and creditors, cash balances, bank loans and overdrafts and stocking loans. |
The director manages the company’s exposure to financial risk by researching the credit worthiness of customers and by seeking advice from the company’s providers of finance and its other external financial advisers. |
The company does not trade in foreign currencies. |
The company does not trade speculatively in derivatives or similar instruments. |
DISCLOSURE IN THE STRATEGIC REPORT |
The matters required to be disclosed under SI (2008) 410 Sch 7 relating to employees are contained within the Group Strategic Report as applicable in accordance with s414C(11) of the Companies Act 2006. |
STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is 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 enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
Mertrux Limited (Registered number: 01785323) |
Report of the Director |
for the Year Ended 31 December 2023 |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Mertrux Limited |
Opinion |
We have audited the financial statements of Mertrux Limited (the 'company') for the year ended 31 December 2023 which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its 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 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 director's 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 director with respect to going concern are described in the relevant sections of this report. |
Other information |
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Mertrux Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Director. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of director's remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of director |
As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is responsible for assessing the 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
Based on our understanding of the company and industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to the motor trade industry and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. Audit procedures performed by the engagement team included: |
- | Enquiry of management around actual and potential litigation and claims; |
- |
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; |
- | Reviewing minutes of meetings of those charged with governance; |
- |
Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias. |
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 Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Mertrux Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditors |
Chartered Accountants |
The Mills |
Canal Street |
Derby |
DE1 2RJ |
Mertrux Limited (Registered number: 01785323) |
Profit and Loss Account |
for the Year Ended 31 December 2023 |
2023 | 2022 |
Notes | £'000 | £'000 |
TURNOVER |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
4,895 | 3,797 |
Other operating income |
OPERATING PROFIT | 4 |
Interest receivable and similar income |
5,130 | 4,293 |
Interest payable and similar expenses | 5 |
PROFIT BEFORE TAXATION |
Tax on profit | 6 |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
Mertrux Limited (Registered number: 01785323) |
Balance Sheet |
31 December 2023 |
2023 | 2022 |
Notes | £'000 | £'000 | £'000 | £'000 |
FIXED ASSETS |
Tangible assets | 7 |
CURRENT ASSETS |
Stocks | 8 |
Debtors | 9 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 10 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
PROVISIONS FOR LIABILITIES | 13 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 14 |
Retained earnings | 15 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the director and authorised for issue on |
Mertrux Limited (Registered number: 01785323) |
Statement of Changes in Equity |
for the Year Ended 31 December 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£'000 | £'000 | £'000 |
Balance at 1 January 2022 |
Changes in equity |
Total comprehensive income | - |
Balance at 31 December 2022 |
Changes in equity |
Total comprehensive income | - |
Balance at 31 December 2023 |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements |
for the Year Ended 31 December 2023 |
1. | STATUTORY INFORMATION |
Mertrux Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows. |
Turnover |
Turnover represents the amounts (excluding value added tax) derived from the provision of goods and services to third party and group customers during the year. Turnover is recognised when the company has transferred the significant risks and rewards of ownership to the buyer and it is probable that the company will receive the agreed upon payment. |
Tangible fixed assets |
Tangible fixed assets are stated at historical cost less accumulated depreciation and any accumulated impairment loss. 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 provided on all fixed assets, with the exception of loose tools, to write off the cost less the estimated residual value in annual instalments over their estimated useful lives as follows :- |
Fixtures, fittings and tools | - 10% | on cost |
Vehicles and equipment | - 15% | to 25% on cost |
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 within 'cost of sales' and 'administrative expenses' in the profit and loss account. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for slow moving and obsolete items. In the case of work in progress, cost includes direct labour. Cost represents the invoiced cost of materials, parts and vehicles on an average cost basis. |
At each reporting date, stock is assessed for impairment. If impaired, the carrying amount is reduced and the impairment loss is recognised immediately in the profit and loss account. |
Vehicles held on consignment are included within stocks on the Balance Sheet when the terms of the consignment agreement and normal commercial practice indicate that the company enjoys the principal benefit equivalent to owning the stock, being the ability to sell it, and carries the principal risks of ownership which are cost of stockholding, safekeeping and some risks of obsolescence. When these criteria are not met, consignment stocks are not accounted for in the Balance Sheet but disclosed in the notes to the financial statements. |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax arises from timing differences that are differences between taxable total profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. |
A deferred tax asset is recognised only when it is more likely than not that there will be suitable taxable profits from which the future reversal of underlying timing differences and losses can be deducted. |
Provision is made at current rates for taxation deferred in respect of all material timing differences. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense when they fall due. Amounts not paid are shown in accruals in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds. |
Leasing commitments |
Rentals paid under operating leases are charged to the profit and loss account as incurred. |
Related parties |
The company is a wholly owned subsidiary undertaking of Pentagon Investments Limited. The company has taken advantage of the exemption contained within Financial Reporting Standard 102 and has therefore not disclosed transactions with entities which form part of the group, other than as normally disclosed in the notes to the financial statements. |
Judgements in applying accounting policies and key sources of estimation |
In the application of the company's accounting policies the directors are required to make judgement estimates and assumptions about the carrying amounts of the company's assets and liabilities. These are based on historical experience and other factors that are considered relevant and are reviewed on a regular basis and recognised in the period in which the estimate is revised. Actual results may differ from these estimates. |
The following are the critical judgements and where relevant the key sources of estimation uncertainty: |
Tangible fixed assets are depreciated over their useful economic lives taking into account their residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing the asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual values consider such things as future market conditions, the remaining life of the asset and projected disposal values. |
The recoverability of debtors is assessed on the likelihood and circumstances of the particular cost. |
The value of stock is assessed for impairment. In re-assessing the stock value, factors such as slow movement and obsolescence are taken into account. |
3. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£'000 | £'000 |
Wages and salaries |
Social security costs |
Other pension costs |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
3. | EMPLOYEES AND DIRECTORS - continued |
The average number of employees during the year was as follows: |
2023 | 2022 |
Staff and office | 74 | 71 |
Production and sales | 121 | 114 |
2023 | 2022 |
£ | £ |
Director's remuneration |
4. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
2023 | 2022 |
£'000 | £'000 |
Depreciation - owned assets |
Profit on disposal of fixed assets | ( |
) |
Auditors' remuneration |
Auditors' remuneration - non audit services |
Operating lease payments |
5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£'000 | £'000 |
Stocking loan interest |
6. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£'000 | £'000 |
Current tax: |
UK corporation tax |
Adjustment re prior year | 292 | - |
Total current tax |
Deferred tax |
Tax on profit |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
6. | TAXATION - continued |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£'000 | £'000 |
Profit before tax |
Profit multiplied by the standard rate of corporation tax in the UK of |
Effects of: |
Expenses not deductible for tax purposes | ( |
) | ( |
) |
Deferred taxation | 367 | - |
Prior year adjustment | 292 | - |
Group relief adjustment | - | (206 | ) |
Total tax charge | 1,613 | 543 |
7. | TANGIBLE FIXED ASSETS |
Fixtures, | Vehicles |
fittings | and |
and tools | equipment | Totals |
£'000 | £'000 | £'000 |
COST |
At 1 January 2023 |
Additions |
Disposals | ( |
) | ( |
) |
At 31 December 2023 |
DEPRECIATION |
At 1 January 2023 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
8. | STOCKS |
2023 | 2022 |
£'000 | £'000 |
Vehicles and parts for resale |
Consignment stock | 35,305 | 15,765 |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
9. | DEBTORS |
2023 | 2022 |
£'000 | £'000 |
Amounts falling due within one year: |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
Prepayments |
Amounts falling due after more than one year: |
Deferred tax asset | - | 78 |
Aggregate amounts |
Deferred tax asset |
Capital allowances due in future periods | - | 78 |
10. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£'000 | £'000 |
Hire purchase contracts (see note 11) |
Trade creditors |
Amounts owed to group undertakings |
Tax |
Social security and other taxes |
Other creditors |
Consignment stock | 35,305 | 15,765 |
Accrued expenses |
11. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Hire purchase contracts |
2023 | 2022 |
£'000 | £'000 |
Net obligations repayable: |
Within one year |
Non-cancellable | operating leases |
2023 | 2022 |
£'000 | £'000 |
Within one year |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
12. | SECURED DEBTS |
The following secured debts are included within creditors: |
2023 | 2022 |
£'000 | £'000 |
Hire purchase contracts | 107 | - |
Consignment stock | 35,205 | 15,765 |
Consignment stock is secured by way of a floating charge over the company's stock. Hire purchase contracts are secured against the assets to which they relate. |
13. | PROVISIONS FOR LIABILITIES |
2023 | 2022 |
£'000 | £'000 |
Deferred tax | 289 | - |
Deferred |
tax |
£'000 |
Provided during year |
Balance at 31 December 2023 |
14. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £'000 | £'000 |
Ordinary | £1 | 200 | 200 |
15. | RESERVES |
Retained |
earnings |
£'000 |
At 1 January 2023 |
Profit for the year |
At 31 December 2023 |
16. | ULTIMATE PARENT COMPANY |
The company's immediate and ultimate parent undertaking is Pentagon Investments Limited, which prepares group financial statements. The registered office of Pentagon Investments Limited is 12 Chequers Road, West Meadows Industrial Estate, Derby, DE21 6EN. Copies of the consolidated financial statements of Pentagon Investments Limited are available from the Registrar of Companies, Companies House, Crown Way, Cardiff, CF14 3UZ. |
Mertrux Limited (Registered number: 01785323) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2023 |
17. | OTHER FINANCIAL COMMITMENTS |
The company has an undertaking to its bankers for full group security incorporating debentures and corporate guarantees for the group's borrowings. The net amount outstanding to the bank in respect of this undertaking at 31 December 2023 was £Nil (2022: £Nil). |
18. | RELATED PARTY DISCLOSURES |
The company occupies premises leased from a Retirement Benefit Scheme of which the director is a member. The rent paid during the year was £120,000 (2022: £120,000). |
19. | ULTIMATE CONTROLLING PARTY |
Mrs H Marshall is the ultimate controlling party. |
20. | EMPLOYEE BENEFITS |
Included in the notes to the financial statements are payments to the defined contribution pension scheme. |