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Registered number: 05208591









RELAY HOLDINGS (UK) LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024

 
RELAY HOLDINGS (UK) LIMITED
 
 
COMPANY INFORMATION


Directors
H D Reid 
T McMahon 
D K Rangecroft 




Registered number
05208591



Registered office
3 Brook Business Centre
Cowley Mill Road

Uxbridge

Middlesex

UB8 2FX




Independent auditors
Barnes Roffe LLP
Chartered Accountants & Statutory Auditors

3 Brook Business Centre

Cowley Mill Road

Uxbridge

Middlesex

UB8 2FX





 
RELAY HOLDINGS (UK) LIMITED
 

CONTENTS



Page
Group strategic report
1
Directors' report
2 - 3
Independent auditors' report
4 - 8
Consolidated statement of comprehensive income
9
Consolidated statement of financial position
10
Company statement of financial position
11
Consolidated statement of changes in equity
12
Company statement of changes in equity
13
Consolidated statement of cash flows
14 - 15
Consolidated analysis of net debt
16
Notes to the financial statements
17 - 33


 
RELAY HOLDINGS (UK) LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

Introduction
 
The directors present their Group strategic report for the year ended 31 March 2024.

Business review
 
The year ended 31 March 2024 has been a positive year for the group. The group generated turnover of £12,432,363 (2023 - £11,413,451), an increase of 9%. Nothwithstanding, the group saw a slight decrease in its EBITDA to £669,841 (2023 - £819,918).
The group continues to invest in its fleets to increase delivery capacity levels in line with its strategic objectives.

Principal risks and uncertainties
 
The group's main financial instrument is cash. The group has various other financial instruments such as trade debtors and trade creditors which arise directly from its operations. The group monitors its use of financial instruments and the risk that may arise on an ongoing basis.
The main risks arising from the financial instruments are detailed below. The group reviews and agrees policies for managing the risks detailed below to minimise exposure.
Credit risk
The group only trades with recognised, creditworthy third parties. In addition, receivable balances are monitored on an ongoing basis with the result that the group's exposure to bad debts is not significant.
Cash flow risk
The Board continually monitors the cash requirements of the group to ensure that the group has ready access to the funds that the board deem necessary at any time during the year. The monitoring and review of future projections by the board ensures that there are adequate facilities readily available from the group's finance providers to support the group's cash flow requirements.

Financial key performance indicators
 
The directors have monitored the progress of the group strategy by reference to certain financial key performance indicators.
The group's turnover was £12,432,363 
(2023 - £11,413,451).
The group's gross profit margin was 32.6% 
(2023 - 33.5%).
The group had net assets of £2,279,219 
(2023 - £2,274,239).


This report was approved by the board on 25 November 2024 and signed on its behalf.



H D Reid
Director

Page 1

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The directors present their report and the financial statements for the year ended 31 March 2024.

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.
Going concern assumption
The financial statements have been prepared on a going concern basis. The directors have considered the factors which impact the group and company's future development, performance, cash flow, and financial position in forming their opinion on the going concern basis. The directors believe that the group and company have adequate resources to continue to operate and meet their obligations as they fall due for at least twelve months from the date of approval of the financial statements and therefore use of the going concern assumption is appropriate.

Results and dividends

The profit for the year, after taxation, amounted to £127,524 (2023 - £335,575).

During the year, the company paid dividends of £122,544 (2023 - £53,876).

Directors

The directors who served during the year were:

H D Reid 
T McMahon 
D K Rangecroft 

Page 2

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Future developments

The group aims to expand its operations throughout the country and plans to continue investing in new vehicles
to improve its productivity.

Matters covered in the Group Strategic Report

The group has chosen in accordance with section 414C of the Companies Act 2006, to set out financial risk management objectives and policies within the Group strategic report.

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 are no subsequent events that require disclosure or adjustments to the financial statements.

Auditors

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

This report was approved by the board on 25 November 2024 and signed on its behalf.
 





H D Reid
Director

Page 3

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RELAY HOLDINGS (UK) LIMITED
 

Opinion


We have audited the financial statements of Relay Holdings (UK) Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial position, 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 March 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 4

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RELAY HOLDINGS (UK) LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


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


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 5

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RELAY HOLDINGS (UK) LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 2, 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.
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.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with law and regulations, was as follows:
 
The engagement partner ensured that the engagement team collectively had the appropriate competence,     capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
We identified the laws and regulations applicable to the group through discussion with directors and other  management, and from our commercial knowledge and experience of the relevant sector;
The specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, are as follows:
   i)Companies Act 2006.
   ii)FRS 102.
   iii)Tax legislation. 
   iv)Employment legislation.
 
We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management, reviewing board minutes and inspecting legal correspondence;
Laws and regulations were communicated within the audit team at the planning meeting, and during the audit as any further laws and regulation were identified. The audit team remained alert to instances of noncompliance throughout the audit; and
As auditors of all group companies we were able to cover the above matters at a group and component level and thereby ensure the audit team were aware of the above matters across all group companies.
 
Page 6

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RELAY HOLDINGS (UK) LIMITED (CONTINUED)


We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur by:
 
Making enquiries of management as to where they consider there was susceptibility to fraud and their      knowledge of actual suspected and alleged fraud;;
Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations;
Reviewing the financial statements and testing the disclosures against supporting documentation;
Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
Inspecting and testing journal entries to identify unusual or unexpected transactions;
Assessing whether judgement and assumptions made in determining significant accounting estimates were indicative of management bias; and
Investigating the rationale behind significant transactions, or transactions that are unusual or outside the company’s usual course of business.

The areas that we identified as being susceptible to misstatement through fraud were:
 
Management bias in the estimates and judgements made;
Management override of controls; and
Posting of unusual journals or transactions.

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.

 




Page 7

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF RELAY HOLDINGS (UK) LIMITED (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.





Elliot S J Arwas (Senior statutory auditor)
for and on behalf of
Barnes Roffe LLP
Chartered Accountants & Statutory Auditors
3 Brook Business Centre
Cowley Mill Road
Uxbridge
Middlesex
UB8 2FX

25 November 2024
Page 8

 
RELAY HOLDINGS (UK) LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
Note
£
£

  

Turnover
     4
12,432,363
11,413,451

Cost of sales
  
(8,382,495)
(7,592,932)

Gross profit
  
4,049,868
3,820,519

Administrative expenses
  
(3,844,570)
(3,421,358)

Operating profit
 5 
205,298
399,161

Interest receivable and similar income
 9 
44,422
-

Interest payable and similar expenses
 10 
(48,861)
(23,585)

Profit before taxation
  
200,859
375,576

Tax on profit
 11 
(73,335)
(40,001)

Profit for the financial year
  
127,524
335,575

  

Total comprehensive income for the year
  
127,524
335,575

  



The notes on pages 17 to 33 form part of these financial statements.

Page 9

 
RELAY HOLDINGS (UK) LIMITED
REGISTERED NUMBER: 05208591

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2024


2024

2023
Note
£
£
£
£

Fixed assets
  

Tangible assets
 13 
1,537,694
825,319

  
1,537,694
825,319

Current assets
  

Stocks
 15 
35,524
30,137

Debtors: amounts falling due within one year
 16 
2,264,325
1,798,004

Cash at bank and in hand
 17 
1,792,214
1,903,755

  
4,092,063
3,731,896

Creditors: amounts falling due within one year
 18 
(1,723,732)
(1,424,588)

Net current assets
  
 
 
2,368,331
 
 
2,307,308

Total assets less current liabilities
  
3,906,025
3,132,627

Creditors: amounts falling due after more than one year
 19 
(1,014,705)
(349,957)

Provisions for liabilities
  

Deferred taxation
 21 
(161,101)
(57,431)

Other provisions
 22 
(451,000)
(451,000)

  
 
 
(612,101)
 
 
(508,431)

Net assets
  
2,279,219
2,274,239


Capital and reserves
  

Called up share capital 
 23 
58
58

Share premium account
 24 
1,387,682
1,387,682

Profit and loss account
 24 
891,479
886,499

  
2,279,219
2,274,239


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 November 2024.




H D Reid
Director

The notes on pages 17 to 33 form part of these financial statements.

Page 10

 
RELAY HOLDINGS (UK) LIMITED
REGISTERED NUMBER: 05208591

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2024


2024

2023
Note
£
£
£
£

Fixed assets
  

Investments
 14 
3,455,096
3,455,096

  
3,455,096
3,455,096

Current assets
  

Debtors: amounts falling due within one year
 16 
109,482
73,787

  
109,482
73,787

Creditors: amounts falling due within one year
 18 
(72,794)
(37,099)

Net current assets
  
 
 
36,688
 
 
36,688

Total assets less current liabilities
  
3,491,784
3,491,784

  

Net assets
  
3,491,784
3,491,784


Capital and reserves
  

Called up share capital 
 23 
58
58

Share premium account
 24 
1,387,682
1,387,682

Profit and loss account brought forward
  
2,104,044
2,104,044

Profit for the year
  
122,544
53,876

Other changes in the Profit and loss account

  

(122,544)
(53,876)

Profit and loss account carried forward
 24 
2,104,044
2,104,044

  
3,491,784
3,491,784


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 November 2024.


H D Reid
Director

The notes on pages 17 to 33 form part of these financial statements.

Page 11

 
RELAY HOLDINGS (UK) LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2023
58
1,387,682
886,499
2,274,239


Comprehensive income for the year

Profit for the year
-
-
127,524
127,524
Total comprehensive income for the year
-
-
127,524
127,524


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(122,544)
(122,544)


Total transactions with owners
-
-
(122,544)
(122,544)


At 31 March 2024
58
1,387,682
891,479
2,279,219



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2022
58
1,387,682
604,800
1,992,540


Comprehensive income for the year

Profit for the year
-
-
335,575
335,575
Total comprehensive income for the year
-
-
335,575
335,575


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(53,876)
(53,876)


Total transactions with owners
-
-
(53,876)
(53,876)


At 31 March 2023
58
1,387,682
886,499
2,274,239


The notes on pages 17 to 33 form part of these financial statements.

Page 12

 
RELAY HOLDINGS (UK) LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2023
58
1,387,682
2,104,044
3,491,784


Comprehensive income for the year

Profit for the year
-
-
122,544
122,544
Total comprehensive income for the year
-
-
122,544
122,544


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(122,544)
(122,544)


Total transactions with owners
-
-
(122,544)
(122,544)


At 31 March 2024
58
1,387,682
2,104,044
3,491,784



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2022
58
1,387,682
2,104,044
3,491,784


Comprehensive income for the year

Profit for the year
-
-
53,876
53,876
Total comprehensive income for the year
-
-
53,876
53,876


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(53,876)
(53,876)


Total transactions with owners
-
-
(53,876)
(53,876)


At 31 March 2023
58
1,387,682
2,104,044
3,491,784


The notes on pages 17 to 33 form part of these financial statements.

Page 13

 
RELAY HOLDINGS (UK) LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
127,524
335,575

Adjustments for:

Depreciation of tangible assets
464,543
420,757

Profit on disposal of tangible assets
(36,055)
-

Interest payable
48,861
23,585

Interest receivable
(44,422)
-

Taxation charge
73,335
40,001

(Increase)/decrease in stocks
(5,387)
55,906

(Increase) in debtors
(472,605)
(23,584)

Increase in creditors
178,523
71,935

Decrease in provisions
-
(36,957)

Corporation tax received/(paid)
6,284
(6,392)

Net cash generated from operating activities

340,601
880,826


Cash flows from investing activities

Purchase of tangible fixed assets
(1,192,446)
(441,039)

Sale of tangible fixed assets
51,583
-

Interest received
44,422
-

HP interest paid
(48,861)
(23,585)

Net cash used in investing activities

(1,145,302)
(464,624)
Page 14

 
RELAY HOLDINGS (UK) LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024


2024
2023

£
£



Cash flows from financing activities

New finance leases
815,704
93,832

Dividends paid
(122,544)
(53,876)

Net cash generated from financing activities
693,160
39,956

Net (decrease)/increase in cash and cash equivalents
(111,541)
456,158

Cash and cash equivalents at beginning of year
1,903,755
1,447,597

Cash and cash equivalents at the end of year
1,792,214
1,903,755


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,792,214
1,903,755

1,792,214
1,903,755


The notes on pages 17 to 33 form part of these financial statements.

Page 15

 
RELAY HOLDINGS (UK) LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2024




At 1 April 2023
Cash flows
At 31 March 2024
£

£

£

Cash at bank and in hand

1,903,755

(111,541)

1,792,214








Finance leases

(497,061)

(815,704)

(1,312,765)


1,406,694
(927,245)
479,449

The notes on pages 17 to 33 form part of these financial statements.

Page 16

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

1.


General information

Relay Holdings (UK) Limited is a company limited by shares, incorporated in England and Wales. The address of the registered office is 3 Brook Business Centre, Cowley Mill Road, Uxbridge, Middlesex, UB8 2FX.
The group specialises in road haulage and warehousing.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

The 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 3).

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

The following principal accounting policies have been applied:

 
2.2

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 Statement of financial position, 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.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis. The directors haveconsidered the factors which impact the group and company's future development, performance, cash flow, and financial position in forming their opinion on the going concern basis. The directors believe that the group and company have adequate resources to continue to operate and meet their obligations as they fall due for the foreseeable future and therefore use of the going concern assumption is appropriate.

Page 17

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.4

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:

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.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to the Statement of comprehensive income 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.

 
2.6

Interest income

Interest income is recognised in the Statement of comprehensive income using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to the Statement of comprehensive income 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.

Page 18

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.8

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 the Statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of comprehensive income 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 reporting 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 reporting 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 reporting date.

Page 19

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
The Group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to the Statement of comprehensive income during the year in which they are incurred.

Depreciation is provided on the following basis:

Leasehold buildings
-
Period of lease
Plant and machinery
-
25% straight line
Motor vehicles
-
20% straight line
Fixtures and fittings
-
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 the Statement of comprehensive income.

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.12

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 reporting 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 the Statement of comprehensive income.

 
2.13

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.

Page 20

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.14

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.

 
2.15

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.

  
2.16

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 the Statement of comprehensive income.

 
2.17

Dividends

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

Page 21

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the directors have had to make the following judgments in applying the above accounting policies that have had the most significant effect on the amounts recognised in the financial statements:
1. Determine whether there are indicators of impairment of the group's tangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset.
Other key sources of estimation uncertainty:
1. Tangible fixed assets, are depreciated over their useful lives taking into account 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 value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
2. The directors make assessments annually over provisions held in the financial statements, based on known obligations that can be reliably estimated.


4.


Turnover

The whole of the turnover is attributable to the principal activity of the group being road haulage and warehousing. An analysis of turnover by destination of business is as follows:


2024
2023
£
£



United Kingdom
12,358,214
11,295,213

Rest of Europe
74,149
118,238

12,432,363
11,413,451


5.


Operating profit

The operating profit is stated after charging/(crediting):

2024
2023
£
£

Depreciation of tangible fixed assets
464,543
420,757

Other operating lease rentals
518,586
518,305

Profit on sale of tangible assets
(36,055)
-

Page 22

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

6.


Auditors' remuneration

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


2024
2023
£
£

Audit of subsidiaries
13,310
13,265

Audit of parent company
4,490
4,215


The audit fees in respect of the parent company are borne by the subsidiary company, Relay Technical Transport Ltd.





7.


Employees

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


Group
Group
2024
2023
£
£


Wages and salaries
5,761,731
5,017,226

Social security costs
610,620
551,679

Cost of defined contribution scheme
259,525
214,920

6,631,876
5,783,825


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



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Administration
33
34
33
34



Warehouse and distribution
128
115
128
115

161
149
161
149

Page 23

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
276,951
236,273

Group contributions to defined contribution pension schemes
91,409
67,962

368,360
304,235


During the year retirement benefits were accruing to 3 directors (2023 - 3) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £132,748 (2023 - £108,369).

The value of the Group's contributions paid to a defined benefit pension scheme in respect of the highest paid director amounted to £9,375 (2023 - £4,175).


9.


Interest receivable

2024
2023
£
£


Bank interest receivable
44,422
-

44,422
-


10.


Interest payable and similar expenses

2024
2023
£
£


Finance leases and hire purchase contracts
48,861
23,585

48,861
23,585

Page 24

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

11.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
(30,335)
30,335

Adjustments in respect of previous years
-
1,063


Total current tax
(30,335)
31,398

Deferred tax


Origination and reversal of timing differences
103,670
8,603

Total deferred tax
103,670
8,603


Tax on profit
73,335
40,001

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 19%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
200,859
375,576


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
50,215
71,359

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
7,049
5,117

Capital allowances for year in excess of depreciation
(212,669)
(50,103)

Utilisation of tax losses
39,915
-

Adjustments to tax charge in respect of prior years
(30,335)
1,063

Short-term timing difference leading to an (decrease)/increase in taxation
(4,132)
3,962

Unrelieved tax losses carried forward
119,622
-

Deferred tax for the year
103,670
8,603

Total tax charge for the year
73,335
40,001

Page 25

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
 
11.Taxation (continued)


Factors that may affect future tax charges

There are no significant factors that may affect future tax charges.


12.


Dividends

2024
2023
£
£


Dividends paid on equity capital
122,544
53,876

122,544
53,876

Page 26

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

13.


Tangible fixed assets

Group






Long-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£



Cost


At 1 April 2023
59,782
1,206,816
5,085,270
717,459
7,069,327


Additions
-
31,496
1,147,032
13,918
1,192,446


Disposals
-
-
(84,700)
-
(84,700)



At 31 March 2024

59,782
1,238,312
6,147,602
731,377
8,177,073



Depreciation


At 1 April 2023
59,782
1,157,355
4,338,522
688,349
6,244,008


Charge for the year
-
25,548
422,789
16,206
464,543


Disposals
-
-
(69,172)
-
(69,172)



At 31 March 2024

59,782
1,182,903
4,692,139
704,555
6,639,379



Net book value



At 31 March 2024
-
55,409
1,455,463
26,822
1,537,694



At 31 March 2023
-
49,461
746,748
29,110
825,319

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2024
2023
£
£



Plant and machinery
19,688
-

Motor vehicles
1,441,668
497,060

1,461,356
497,060

Page 27

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

14.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost 


At 1 April 2023
3,455,096



At 31 March 2024
3,455,096






Net book value



At 31 March 2024
3,455,096



At 31 March 2023
3,455,096


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Relay Technical Transport
Ltd
England and Wales
Road haulage andwarehousing
Ordinary
100%
Relay Technical Services Limited
England and Wales
Dormant company
Ordinary
100%


15.


Stocks

Group
Group
2024
2023
£
£

Finished goods and goods for resale
35,524
30,137

35,524
30,137


Page 28

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

16.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
2,144,755
1,708,663
-
-

Amounts owed by group undertakings
-
-
109,482
39,519

Other debtors
40,693
46,977
-
34,268

Prepayments and accrued income
78,877
42,364
-
-

2,264,325
1,798,004
109,482
73,787



17.


Cash and cash equivalents

Group
Group
2024
2023
£
£

Cash at bank and in hand
1,792,214
1,903,755

1,792,214
1,903,755



18.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Trade creditors
582,733
366,140
-
-

Corporation tax
-
30,335
-
-

Other taxation and social security
538,108
513,919
-
-

Obligations under finance lease and hire purchase contracts
298,060
147,104
-
-

Other creditors
186,524
96,542
72,794
37,099

Accruals and deferred income
118,307
270,548
-
-

1,723,732
1,424,588
72,794
37,099


The amounts owed under hire purchase contracts are secured over the assets to which they relate.

Page 29

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

19.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
£
£

Obligations under finance leases and hire purchase contracts
1,014,705
349,957

1,014,705
349,957


The amounts owed under hire purchase contracts are secured over the assets to which they relate.


20.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£
£

Within one year
298,060
147,104

Between 1-5 years
1,014,705
349,957

1,312,765
497,061


21.


Deferred taxation


Group



2024


£






At beginning of year
57,431


Charged to the Statement of comprehensive income
103,670



At end of year
161,101

Page 30

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
 
21.Deferred taxation (continued)







Group
Group
2024
2023
£
£

Accelerated capital allowances
284,559
57,431

Tax losses carried forward
(119,622)
-

Pension surplus
(3,836)
-

161,101
57,431


22.


Provisions


Group



Other provision

£





At 1 April 2023
451,000



At 31 March 2024
451,000

The provision for dilapidation represents the estimated cost of fulfilling the group's obligation to the landlord on expiration of the lease to restore properties to the same conditions as they were at the start of the lease.
Page 31

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

23.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1,782 Ordinary A shares of £0.01 each
18
18
418  Ordinary B shares of £0.01 each
4
4
1,782 Ordinary C shares of £0.01 each
18
18
1,782  Ordinary D shares of £0.01 each
18
18

58

58

The Ordinary A, B, C and D shares of £0.01 each shall be separate classes of shares for the purpose of the declaration of dividends. The declaration of a dividend in respect of one class of share shall not compel a dividend at the same rate to be declared in respect of the other class of shares.
All the above classes of shares rank pari passu in all other respects.



24.


Reserves

Share premium account

Share premium includes excess amounts received by a company over the par value of its shares.

Profit and loss account

Profit and loss account includes all current and prior year retained profits and losses.


25.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £259,525 (2023 - £214,920). Contributions totalling £29,919 (2023 - £57,832) were payable to the fund at the reporting date and are included in creditors.

Page 32

 
RELAY HOLDINGS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

26.


Commitments under operating leases

At 31 March 2024 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£
£

Land and buildings

Not later than 1 year
531,976
463,528

Later than 1 year and not later than 5 years
513,219
927,401

1,045,195
1,390,929
Group
Group
2024
2023
£
£

Other

Not later than 1 year
25,220
14,083

Later than 1 year and not later than 5 years
19,825
6,875

45,045
20,958


27.


Transactions with directors

Included within other creditors (2023 – other debtors) due within one year are loans due to directors amounting to £35,695 (2023 - £41,268 due from).


28.


Related party transactions

The company has taken advantage of the exemption in Financial Reporting Standard 102 not to disclose any transactions with other wholly owned members of the group.
 
Other creditors includes £37,099 (2023 - £37,099) due to a shareholder of the company.
 
The remuneration of key management is as disclosed for directors.


29.


Post balance sheet events

There are no subsequent events that require disclosure or adjustments to the financial statements.


30.


Controlling party

The control of the company is held by the Reid family by virtue of their majority shareholding.

 
Page 33