Company Registration No. SC067027 (Scotland)
OGILVIE FLEET LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
OGILVIE FLEET LIMITED
COMPANY INFORMATION
Directors
D H Ogilvie
G J Stephen
J F Watson
A Stephen
J Stephen
N Hardy
I Bennett
Secretary
J F Watson
Company number
SC067027
Registered office
Ogilvie House
200 Glasgow Road
Stirling
United Kingdom
FK7 8ES
Auditor
Johnston Carmichael LLP
227 West George Street
Glasgow
United Kingdom
G2 2ND
OGILVIE FLEET LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 10
Profit and loss account and retained earnings
11
Balance sheet
12
Notes to the financial statements
13 - 26
OGILVIE FLEET LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 1 -

The directors present the strategic report for the year ended 30 June 2024.

Principal activities and review of the business

The Company's principal activity during the year was that of contract hire of cars and light commercial vehicles, although daily rental now forms a significant part of its business. The company continues to grow its client base throughout the UK.

 

Review of Business

Turnover for the year was £338.4M (2023: £246.96M) an increase of 37%. The profit before tax was £25.37M (2023 £29.50M) a decrease of 14%.

 

From July 2023 to June 2024, the total fleet size grew by 6% to just over 24,000 vehicles which consolidates its position as a top 20 UK vehicle contract hire company. Full maintenance contract hire to the upper SME market still provides most of the company's business, although there has been strong growth within the larger corporate sector particularly with Salary Sacrifice. Daily Rental to customers continues to grow and is a significant contributor to the company’s profits. Tight controls on vehicle maintenance costs, well-managed vehicle disposals coupled with a sustained buoyant used car and van market and savings on finance costs have helped underpin this year's performance.

 

Current Trading

The company continues to operate in a challenging economic and political environment associated with falling used car and van values, inflation, higher interest rates and political instability. Despite this the directors believe the company is in a strong position to continue trading profitably although at a lower profit level than in the previous three years. These exceptional profits were due to a temporary shortage of used vehicles which inflated their values.

 

Principal risks and uncertainties

The company’s principal financial instruments comprise cash and cash equivalents. Other financial assets and liabilities such as trade creditors and trade debtors arise directly from operating activities.

 

The company is subject to a few risks and uncertainties that could affect the growth and profitability of the business. The key risks are listed below.

 

Inflation Risks

Previous levels of inflation have led to some increased costs for the company, however this has now levelled out and is far less of an issue for the business.

 

New Vehicle pricing continues to rise as the manufacturers pass on increased manufacturing costs and maximise their income on lower-than-normal volumes of vehicles being produced. We are however starting to see some manufacturers increase discounts on their product. This discount is passed within the customer’s quotation but in most cases, there is still an significant increase in rentals to replace their current vehicle. This has encouraged a significant percentage of the customers to extend their vehicles.

 

The company offers fixed cost maintenance to majority of its customers so increased labour and parts costs are a direct cost to the company. An inflation factor is built into all budgets so most of this increase can be absorbed.

 

New Vehicle Supply

New vehicle supply improved significantly over the financial year. Lead times reduces from around 9 months to 4.5 months which allowed the business to deliver 8,200 vehicles compared to 6,900 in FY2023.

 

Competitive Risks

As always, the market continues to be highly competitive, but through providing the customers with a full range of products they require, high level of customer service at competitive rates, the company continues to grow.

 

OGILVIE FLEET LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 2 -

Credit and concentration Risk

Credit Risk is the risk that a customer will default on its contractual obligations resulting in financial loss to the company. The company operates a strict credit underwriting policy, including obtaining agency credit information, conducting KYC checks and setting appropriate credit limits. In addition, the company has several funding lines where the credit risk is taken by the funder. No customer has more than 10% of the vehicle fleet and the top 20 customers only have 35% of the total vehicle fleet.

 

Residual Value Risk

The company takes the residual value risk on the vast majority of its contracts and has a proven track record of managing this risk by setting prudent residual values using inhouse expertise and various external residual forecasting tools. These residual values are monitored on a monthly basis during the life of the contract and if necessary additional reserves can be provided. Electric used vehicles have seen a large drop in their values over the last 18 months and are being monitored closely. Electric vehicles account for 22% of our fleet but will only start coming back in larger numbers in FY26. There are plans in place to extend these vehicles.

 

Cyber Security and data privacy

Cyber security and data privacy are taken very seriously by the company and is managed internally by a sister company Net-Defence. Regular training is given to all staff on security and data privacy and there are regular penetration testing of all external systems.

 

Financial risk management

The company’s interest income and expenses are affected by any movement in interest rates. The directors do not consider it necessary to undertake any active hedging of this risk. Once a vehicle contract is implemented the interest charge with the funder is fixed for the duration of the contract. The company has entered into a very small percentage of variable rate funding.

Key performance indicators

Key performance indicators including number of vehicles on fleet, currently over 24,000 (2023: 22,600). The percentage of the order book from New Customers is 17% (2023:19%).

 

The profit before tax decreased by 14% to £25.4M. This reduction in profit is a direct result of lower used vehicle values. Due to a continued shortage of used vehicles the average vehicle disposal profits remained healthy over the whole financial year although the average disposal profits did reduce over the course of the financial year. The Directors are predicting disposal profits in excess of the pre-covid values for the new financial year.

 

As at 30th June 2024 the company had a order bank of 2,294 which is down from 5,129 at the previous year end. This reduction is due to shorter lead times on new vehicles.

 

Working Capital

Cash Reserves remain robust from which to trade without the need for bank overdraft facilities. The closing balances grew by 61% in comparison to the previous year closing at £79.6M (2003: £49.4M).

 

Customer default rates remain at acceptable levels for a largely SME portfolio.

 

The company has sufficient vehicle funding to meet its growth aspirations over the next 3 to 5 years.

 

Future developments

The company is committed to reducing its carbon footprint by moving all company vehicles to ultra-low or zero emissions. The company has encouraged their customers to reduce their carbon footprint by recommending the benefits of an ultra-low car policy. The company has seen a large shift in the volume of ultra-low emission vehicles being ordered by the customer base which now accounts for over 50% of the orders.

OGILVIE FLEET LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 3 -
Section 172 Statement

Ogilvie Fleet is part of the Ogilvie Group and as a family owned and managed business, aims for long term success of the company for the benefit of all its stakeholders. This is not simply limited to its shareholders but includes its employees, customers and supply chain, and encompasses its responsibility to the environment and the local communities in which it operates.

 

There is regular communication with all our employees via our quarterly in-house newsletter 'Ogilvie Outlook' and active promotion of regular meetings with local management and employees to allow a free flow of information and ideas. We fully support Graduate and Apprentice recruitment and recently launched a 'Mental Health Awareness' initiative to all employees which included the launch of an Employee Assistance Program “Be Supported” through AXA which is a free confidential helpline available to all employees and their families. Ogilvie Fleet hold Investors in People Accreditation.

We have a substantial and valued supply chain with whom we engage. The Directors of all Group companies promote mutually beneficial reciprocal business throughout all our operating divisions thereby optimising performance of all contributors. At all times we consider first class customer service to be integral to our operations thereby fostering good working relationships and trust with all our clients.

 

The health & safety of our employees, contractors and the general public is of prime importance to the Group and is essential to the efficient operation of the business. The responsibility for safety at work rests upon all sectors of management and the Company will ensure that its policies and procedures are adhered to. The Group expects that all employees always exercise reasonable care for their own and others’ health & safety.

We are very aware of the potential impact our operations may have on the environment and are committed to sustainable working practices to minimize the impact and enhance the environment for the future.

On behalf of the board

J F Watson
Director
19 December 2024
OGILVIE FLEET LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 4 -

The directors present their annual report and financial statements for the year ended 30 June 2024.

Principal activities

The principal activity of the company continued to be that of an independent leasing company.

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £3,000,000 (2023: £3,500,000). The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

D H Ogilvie
G J Stephen
J F Watson
A Stephen
J Stephen
N Hardy
I Bennett
Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

During the year the policy of providing employees with information about the company has been continued through the newsletter 'Ogilvie Outlook' in which employees have also been encouraged to present their suggestions and views on the company's performance. Regular meetings are held between local management and employees to allow a free flow of information and ideas. Employees participate directly in the success of the business through the company's profit-sharing schemes.

Auditor

The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

Streamlined energy and carbon reporting requirements have been disclosed on a group basis within the financial statements of the company's ultimate parent, Ogilvie Group Limited, which includes the relevant energy and carbon reporting information for the company. As such, the company is not obliged and has not reported their energy and carbon reporting information here. The financial statements of Ogilvie Group Limited are accessible via UK Companies House.

Information contained within the Strategic Report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments and financial risk management.

OGILVIE FLEET LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 5 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
J F Watson
Director
19 December 2024
OGILVIE FLEET LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2024
- 6 -

The directors are responsible for preparing the Strategic Report, Directors' Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

OGILVIE FLEET LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF OGILVIE FLEET LIMITED
- 7 -
Opinion

We have audited the financial statements of Ogilvie Fleet Limited (the 'company') for the year ended 30 June 2024 which comprise the profit and loss account and retained earnings, the balance sheet and notes to the financial statements, including 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:

 

Basis for opinion

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

Conclusions relating to going concern

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

 

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

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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 our audit:

 

OGILVIE FLEET LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OGILVIE FLEET LIMITED
- 8 -
Matters on which we are required to report by exception

In the light of our 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 and 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:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 6, 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor 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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Extent to which the audit is considered capable of detecting irregularities, including fraud

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 assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.

All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

OGILVIE FLEET LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OGILVIE FLEET LIMITED
- 9 -

Extent to which the audit is considered capable of detecting irregularities, including fraud (continued)

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:

 

 

We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of relevant correspondence with regulatory bodies and board meeting minutes.

 

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. We identified a heightened fraud risk in relation to:

 

In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:

 

 

Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

OGILVIE FLEET LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OGILVIE FLEET LIMITED
- 10 -

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's 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.

Jeffrey Marjoribanks (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
Statutory Auditor
Glasgow, United Kingdom
19 December 2024
OGILVIE FLEET LIMITED
PROFIT AND LOSS ACCOUNT AND RETAINED EARNINGS
FOR THE YEAR ENDED 30 JUNE 2024
- 11 -
2024
2023
Notes
£'000
£'000
Turnover
3
338,432
246,963
Cost of sales
(286,694)
(199,064)
Gross profit
51,738
47,899
Administrative expenses
(15,461)
(10,996)
Operating profit
4
36,277
36,903
Interest receivable and similar income
7
3,340
816
Interest payable and similar expenses
8
(14,250)
(8,216)
Profit before taxation
25,367
29,503
Tax on profit
9
(6,751)
(7,226)
Profit for the financial year
18,616
22,277
Retained earnings brought forward
75,937
57,160
Dividends
10
(3,000)
(3,500)
Retained earnings carried forward
91,553
75,937

The profit and loss account has been prepared on the basis that all operations are continuing operations.

 

There is no other comprehensive income in the current or prior year.

OGILVIE FLEET LIMITED
BALANCE SHEET
AS AT
30 JUNE 2024
30 June 2024
- 12 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
11
336
-
0
Tangible assets
12
303,833
259,926
Investments
13
1,970
4,398
306,139
264,324
Current assets
Stocks
15
150,316
101,048
Debtors
16
31,424
32,940
Cash at bank and in hand
79,618
49,407
261,358
183,395
Creditors: amounts falling due within one year
17
(192,722)
(173,897)
Net current assets
68,636
9,498
Tangible assets - anticipated vehicle disposals within one year
12
53,473
40,720
Net current assets represented
122,109
50,218
Total assets less current liabilities
374,775
273,822
Creditors: amounts falling due after more than one year
18
(283,182)
(197,845)
Net assets
91,593
75,977
Capital and reserves
Called up share capital
22
40
40
Profit and loss reserves
23
91,553
75,937
Total equity
91,593
75,977
The financial statements were approved by the board of directors and authorised for issue on 19 December 2024 and are signed on its behalf by:
G J Stephen
Director
Company Registration No. SC067027
OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 13 -
1
Accounting policies
Company information

Ogilvie Fleet Limited is a private company limited by shares incorporated in Scotland. The registered office is Ogilvie House, 200 Glasgow Road, Stirling, United Kingdom, FK7 8ES.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Ogilvie Fleet Limited is a wholly owned subsidiary of Ogilvie Group Limited and the results of Ogilvie Fleet Limited are included in the consolidated financial statements of Ogilvie Group Limited which are available from the Registrar of Companies, Companies House, Crown Way, Cardiff, CF14 3UZ.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 14 -
1.3
Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes except for the gain on sale of motor vehicles which is recognised on a net basis within revenue.

 

Sales are recognised as turnover when the goods are delivered. Sales of services are recognised when the service has been provided. Finance commissions are recognised throughout the term of the contract.

 

Revenue includes rental income earned from vehicle leasing services and is credited to the profit and loss account on a straight line basis over the life of the contract.

 

Revenue also includes income in respect of vehicle maintenance and servicing arrangements. Customers can include maintenance packages as part of their contracts and pay a fixed amount throughout the contract. Maintenance costs typically increase in the latter stages of a contract due to wear and tear. As a result, maintenance provisions are included on the balance sheet. The level of vehicle maintenance provision applied considers the historic provision levels, known vehicle aging patterns and specific circumstances relevant to individual vehicles.

 

All deferred income or excess maintenance spend is released at the point the vehicles are sold.

 

Also included in revenue is proceeds from disposing of vehicle assets, given that the business model within Ogilvie Fleet generally results in the disposal of motor vehicles at the termination of the customer lease.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Business Contracts
straight line over 10 years
1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Office equipment
straight line over 5 years
Computer equipment
straight line over 3 to 5 years
Motor vehicles
straight line over 3 to 4 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 15 -
1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell. Stocks include new vehicle purchases not yet financed and repurchase stocks which represent the residual value buybacks of vehicles to be bought back at the end of their contracts. See note 15 for further information on repurchase stocks.

Cost to sell are the costs expected to be incurred to completion and disposal.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks and other short-term liquid investments with original maturities of three months or less.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 16 -
1.10
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 17 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 18 -
1.15
Leases

Assets held under finance leases, which are leases where substantially all the risks and rewards of ownership of the asset have passed to the company, and hire purchase contracts are capitalised in the balance sheet and are depreciated over the shorter of the lease term and the assets' useful lives. The capital elements of future obligations under leases and hire purchase contracts are included as liabilities in the balance sheet. The interest elements of the rental obligations are charged in the profit and loss account over the periods of the leases and hire purchase contracts and represent a constant proportion of the balance of capital repayments outstanding.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Provisions made for maintenance

At each reporting date, vehicles are reviewed for the level of maintenance required. The level of vehicle maintenance provision applied takes into account the historic provision levels, known vehicle aging patterns and specific circumstances relevant to individual vehicles.

Useful life and residual value of motor vehicles

Motor vehicles 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 making these assessments, the directors consider factors such as current market conditions and demand as well as projected disposal values.

3
Turnover and other revenue
2024
2023
£'000
£'000
Turnover analysed by class of business
Contract hire
338,432
246,963
2024
2023
£'000
£'000
Other significant revenue
Interest income
1,454
816
Dividends received
1,886
-
OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 19 -
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£'000
£'000
Fees payable to the company's auditor for the audit of the company's financial statements
41
34
Fees payable to the company's auditor for tax compliance services
5
5
Depreciation of owned tangible fixed assets
1,601
1,730
Depreciation of tangible fixed assets held under finance leases
64,361
56,039
Gain on sale of fixed assets
(13,900)
(17,824)
Amortisation of intangible assets
12
-
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Administration
137
127

Their aggregate remuneration comprised:

2024
2023
£'000
£'000
Wages and salaries
7,810
7,355
Social security costs
861
658
Pension costs
591
800
9,262
8,813
6
Directors' remuneration
2024
2023
£'000
£'000
Remuneration for qualifying services
2,146
1,490
Company pension contributions to defined contribution schemes
69
99
2,215
1,589

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2023 - 6).

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
6
Directors' remuneration
(Continued)
- 20 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£'000
£'000
Remuneration for qualifying services
751
420
Company pension contributions to defined contribution schemes
10
5

Two other directors are also directors of the parent company, Ogilvie Group Limited, which levied charges of £240,000 (2023: £240,000) in respect of management services to the company.

7
Interest receivable and similar income
2024
2023
£'000
£'000
Interest income
Interest on bank deposits
1,454
816
Income from fixed asset investments
Income from shares in group undertakings
1,886
-
0
Total income
3,340
816
8
Interest payable and similar expenses
2024
2023
£'000
£'000
Interest on finance leases and hire purchase contracts
14,250
8,216
9
Taxation
2024
2023
£'000
£'000
Current tax
UK corporation tax on profits for the current period
2,572
1,030
Adjustments in respect of prior periods
170
66
Group tax relief
1,447
3,001
Total current tax
4,189
4,097
Deferred tax
Origination and reversal of timing differences
2,562
3,129
Total tax charge
6,751
7,226
OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
9
Taxation
(Continued)
- 21 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£'000
£'000
Profit before taxation
25,367
29,503
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 20.50%)
6,342
6,048
Tax effect of expenses that are not deductible in determining taxable profit
708
26
Adjustments in respect of prior years
170
65
Group relief
(472)
524
Adjustments in respect of financial assets
3
(1)
Impact of deferred tax rate changes
-
0
564
Taxation charge for the year
6,751
7,226
10
Dividends
2024
2023
£'000
£'000
Final paid
3,000
3,500
11
Intangible fixed assets
Business Contracts
£'000
Cost
At 1 July 2023
-
0
Additions
348
At 30 June 2024
348
Amortisation and impairment
At 1 July 2023
-
0
Amortisation charged for the year
12
At 30 June 2024
12
Carrying amount
At 30 June 2024
336
At 30 June 2023
-
0
OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 22 -
12
Tangible fixed assets
Office equipment
Computer equipment
Motor vehicles
Total
£'000
£'000
£'000
£'000
Cost
At 1 July 2023
59
334
353,577
353,970
Additions
39
133
185,262
185,434
Disposals
(3)
(224)
(138,007)
(138,234)
At 30 June 2024
95
243
400,832
401,170
Depreciation and impairment
At 1 July 2023
58
285
93,701
94,044
Depreciation charged in the year
2
43
65,916
65,961
Eliminated in respect of disposals
(2)
(224)
(62,442)
(62,668)
At 30 June 2024
58
104
97,175
97,337
Carrying amount
At 30 June 2024
37
139
303,657
303,833
At 30 June 2023
1
49
259,876
259,926

£297,422,000 (2023: £252,746,000) of the net book value of motor vehicles relates to back to back and hire purchase funded vehicles.

The anticipated vehicle disposals within one year, as shown on the balance sheet, represents the net book value of motor vehicles which are anticipated to come to the end of their hire period and be sold within one year of the balance sheet date.  A number of these vehicles may go onto an extended, informal hire agreement however, the company has the ability to terminate this type of agreement and sell the vehicle at any point.

13
Fixed asset investments
2024
2023
Notes
£'000
£'000
Investments in subsidiaries
14
1,970
4,398
OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
13
Fixed asset investments
(Continued)
- 23 -
Movements in fixed asset investments
Shares in subsidiaries
£'000
Cost or valuation
At 1 July 2023 & 30 June 2024
4,398
Impairment
At 1 July 2023
-
Disposals
2,428
At 30 June 2024
2,428
Carrying amount
At 30 June 2024
1,970
At 30 June 2023
4,398
14
Subsidiaries

Details of the company's subsidiaries at 30 June 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
First Vehicle Leasing Limited
Unit 5 Verity Court, Middlewich, Cheshire, CW10 0GW
Personal Contract Hire
Ordinary
100.00

During the year, GRML Rental Management was liquidated on 28 May 2024 and Scorpion Vehicle Management was liquidated on 23 May 2024.

 

15
Stocks
2024
2023
£'000
£'000
Goods for resale
17,069
19,655
Motor vehicles - repurchase stocks
133,247
81,393
150,316
101,048

The corresponding liability for repurchase stocks shown above is included as the residual value liability in creditors due within one year of £36.4m (2023 - £23.3m) and creditors after one year of £96.9m (2023 - £58.1m). As such, the long term element of repurchase stocks is not a current asset.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 24 -
16
Debtors
2024
2023
Amounts falling due within one year:
£'000
£'000
Trade debtors
11,415
9,773
Corporation tax recoverable
1,341
5,726
Amounts owed by group undertakings
84
193
Other debtors
14,065
9,943
Prepayments and accrued income
757
981
27,662
26,616
Deferred tax asset (note 20)
3,762
6,324
31,424
32,940

Amounts owed by group undertakings are repayable on demand and interest free.

 

17
Creditors: amounts falling due within one year
2024
2023
Notes
£'000
£'000
Obligations under finance leases
19
98,281
93,611
Vehicle residual value liability
36,350
23,319
Trade creditors
20,303
20,525
Amounts owed to group undertakings
1,583
4,984
Taxation and social security
1,010
106
Other creditors
23,451
20,699
Accruals and deferred income
11,744
10,653
192,722
173,897

Amounts owed to group undertakings are repayable on demand and interest free.

18
Creditors: amounts falling due after more than one year
2024
2023
Notes
£'000
£'000
Obligations under finance leases
19
180,450
133,760
Vehicle residual liability
96,897
58,074
Other creditors
5,835
6,011
283,182
197,845
OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 25 -
19
Finance lease obligations
2024
2023
Future minimum lease payments due under finance leases:
£'000
£'000
Within one year
112,394
100,839
In two to five years
200,878
141,748
313,272
242,587
Less: future finance charges
(34,541)
(15,216)
278,731
227,371

Finance lease payments represent rentals payable by the company for certain motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years, with a monthly repayment schedule and nominal interest rate of 2-6%. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2024
2023
Balances:
£'000
£'000
Accelerated capital allowances
3,717
6,302
Other timing differences
45
22
3,762
6,324
2024
Movements in the year:
£'000
Asset at 1 July 2023
(6,324)
Charge to profit or loss
2,562
Asset at 30 June 2024
(3,762)

The deferred tax asset set out above is not expected to reverse within 12 months and relates primarily to timing differences on fixed assets. As such, the deferred tax is expected to unwind over the life of these assets.

OGILVIE FLEET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 26 -
21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
591
800

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

 

The commitment at the year end was £63,026 (2023: £nil).

22
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary shares of £1 each
40,000
40,000
40
40
23
Profit and loss reserves

Profit and loss reserves represent accumulated comprehensive income or expenditure for the year and prior periods less dividends paid.

24
Financial commitments, guarantees and contingent liabilities

The company has a contingent liability for the overdrafts of other group undertakings which it has guaranteed without limit.

25
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£'000
£'000
Within one year
38
-
0
26
Related party transactions

The company does not disclose transactions with members of the same group that are wholly owned and has taken the exemption provided by paragraph 33.1A of FRS 102.

27
Ultimate controlling party

The company's immediate parent undertaking at 30 June 2024 is Ogilvie Group Limited, a company registered in Scotland. This is the only parent undertaking for which the group financial statements are drawn up and of which the company is a member. Copies of Ogilvie Group Limited's financial statements can be obtained from the Registrar of Companies, Companies House, Crown Way, Cardiff, CF14 3UZ.

 

The directors consider that D H Ogilvie is the company's ultimate controlling party by virtue of his office and his shareholding through Ogilvie Group Limited.

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