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Registered number: 14649450
Midland Oil Group Limited
Strategic Report, Directors' Report and
Financial Statements
For the Period 8 February 2023 to 31 July 2024
Contents
Page
Strategic Report 1
Directors' Report 2—3
Independent Auditor's Report 4—6
Consolidated Profit and Loss Account 7
Consolidated Statement of Comprehensive Income 8
Consolidated Balance Sheet 9
Company Balance Sheet 10
Consolidated Statement of Changes in Equity 11
Company Statement of Changes in Equity 12
Consolidated Statement of Cash Flows 13
Notes to the Consolidated Statement of Cash Flows 14
Company Statement of Cash Flows 15
Notes to the Company Statement of Cash Flows 16
Notes to the Financial Statements 17—27
Page 1
Strategic Report
The directors present their strategic report for the period ended 31 July 2024.
Review of the Business
The company was incorporated on 8 February 2023. It acquired 100% of the share capital of Midland Oil Refinery Limited, Rods Oils Limited and Varol Limited on 17 March 2023. On 17 April 2024 it acquired 100% of the share capital of Kwikfill Limited. 
Turnover of the group for the period 31 July 2024 was £17.9 million. The gross profit margin was 24% and the group reported satisfactory  pre-tax profits for the period ended 31 July 2024 of £403,417.
The group acquired the freehold of its premises and refinery at Shelah Road, Halesowen in May 2024 and now owns the freehold of all property it operates from.
The directors believe that the group is in a satisfactory financial position with Net Assets of £260,879.
Principal Risks and Uncertainties
The group operates in a sector that is liable to a range of external variables, both economic and political. To protect against  the effect of those potential challenges, the group has a wide range of expertise in lubricant blending, brands, and re-refining capabilities, making the group a unique and powerful player in the UK market. Those qualities mitigate against any potential risk.
Financial risk management
Through its operations the group is exposed to the following financial risks:
- Volatility in the recycled lubricant market continues to be a financial risk to which the company is exposed. The wide range of products and services offered by the company protects against this risk. 
-  The group has no significant concentration of credit risk, with exposure spread over a large number of counterparts and customers. Group policy requires appropriate credit checks on potential customers before sales are made. Customers are assigned credit limits by a reputable credit insurer and overdue debts are chased on a regular basis. 
- The group transacts primarily in sterling and therefore has minimal foreign exchange risk. 
- The group actively monitors its liquidity and cash flow position to ensure it has sufficient cash in order to fund its activities.  Bank facilities are reviewed against expected future cash flow movements to ensure that adequate facilities are in place. 
Economic environment risk management
Changes in the economic environment, such as the current high bank interest rates, changes in government policy and legislation and other external factors may all adversely affect the business; however, the Board monitors developments and advisors are retained to assist in minimising the impact of such changes.
Future Developments
The group will continue to provide a complete in-house service for end users, distributors, and blenders, encompassing new oil manufacturing, toll blending, bespoke product design, and own-label offerings. 
On behalf of the board
Mr R S Parry
Director
Mr M D Hayes
Director
07/02/2025
Page 1
Page 2
Directors' Report
The directors present their report and the financial statements for the period ended 31 July 2024.
Principal Activity
The group's principal activity was that of manufacturing new oils and lubricants, and oil reconditioning.
Dividends
The value of dividends paid amounted to £250,000 .
The directors recommended a final dividend of £NIL .
Directors
The directors who held office during the period were as follows:
Mr R S Parry Appointed 08/02/2023
Mr M D Hayes Appointed 08/02/2023
Employees
The company recognises the importance of maintaining a high quality, motivated workforce and is committed to employee involvement. Employees are encouraged to discuss with management any matters which they are concerned about or that affect the company. In addition employees are kept informed of the group's performance and objectives through informal meetings.
The company gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a disabled person. Where existing employees become disabled, it is the company's policy, where practicable, to provide continuing employment under normal terms and conditions. The company provides training and career development and promotion to disabled employees where appropriate.
Matters covered in the Strategic Report
Disclosures required under s416(4) of the Companies Act 2006 are commented upon in the Strategic Report as the directors consider them to be of strategic importance to the business.
Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, the 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, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', 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 of the profit or loss of the company for that period. In preparing the financial statements the directors are required to:
  • select suitable accounting policies and then apply them consistently;
  • make judgments and accounting estimates that are reasonable and prudent;
  • state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
  • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The 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.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Directors' Report is approved: 
  • so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
  • they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.
Page 2
Page 3
Independent Auditors
The auditors, Blackthorns, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.
On behalf of the board
Mr R S Parry
Director
Mr M D Hayes
Director
07/02/2025
Page 3
Page 4
Independent Auditor's Report
Opinion
We have audited the financial statements of Midland Oil Group Limited for the period ended 31 July 2024 which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes of Equity, Company Statement of Changes of Equity, Consolidated Cash Flow Statement, Company Cash Flow Statement and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".
In our opinion the financial statements:
  • give a true and fair view of the state of the company's affairs as at 31 July 2024 and of its profit for the period 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions Relating to Going Concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the entity's ability to continue as a going concern for a period of at least 12 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. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on Other Matters Prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
  • the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
  • the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.
Page 4
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Matters on Which We Are Required to Report by Exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or
  • the financial statements are not in agreement with the accounting records or returns; or
  • certain disclosures of directors' remuneration specified by law are not made; or
  • we have not received all the information and explanations we require for our audit.
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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's 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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: 
Based on our understanding of the group and industry, we identified a risk that non-compliance with laws and regulations in respect of the storage, transport and disposal of oils and lubricants could impact the group's ability to trade. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as The Companies Act 2006 and UK tax legislation. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risk was regarding completeness of income. There is also a risk regarding the accuracy of opening balances as the prior year was unaudited. With regard to the above, audit procedures performed include:
  • review of the reports from the monitoring visits undertaken for any non-compliance with laws and regulations,
  • targeted testing of opening balances,
  • identifying and testing journal entries both at the year end and during the year,
  • challenging assumptions and judgements made by management in their significant accounting estimates and judgements.
There are inherent limitations in the audit procedures described above 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. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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 that 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.
Page 5
Page 6
Victoria Brassington BA FCA (Senior Statutory Auditor)
for and on behalf of Blackthorns Chartered Accountants and Registered Auditors , Statutory Auditor
07/02/2025
Blackthorns Chartered Accountants and Registered Auditors
Admiral House
Waterfront East
Brierley Hill
DY5 1XG
Page 6
Page 7
Consolidated Profit and Loss Account
31 July 2024
Notes £
TURNOVER 3 17,901,401
Cost of sales (13,611,566 )
GROSS PROFIT 4,289,835
Administrative expenses (3,607,839 )
Other operating income 22,061
OPERATING PROFIT 5 704,057
Profit on disposal of fixed assets 24,630
Other interest receivable and similar income 10 55
Interest payable and similar charges 11 (325,325 )
PROFIT BEFORE TAXATION 403,417
Tax on Profit 12 (142,638 )
PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL PERIOD ATTRIBUTABLE TO THE OWNERS OF THE PARENT 260,779
The notes on pages 14 to 27 form part of these financial statements.
Page 7
Page 8
Consolidated Statement of Comprehensive Income
31 July 2024
£
PROFIT FOR THE FINANCIAL PERIOD 260,779
OTHER COMPREHENSIVE INCOME FOR THE PERIOD -
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ATTRIBUTABLE TO THE OWNERS OF THE PARENT 260,779
Page 8
Page 9
Consolidated Balance Sheet
Registered number: 14649450
31 July 2024
Notes £ £
FIXED ASSETS
Intangible Assets 13 931,304
Tangible Assets 14 2,357,019
3,288,323
CURRENT ASSETS
Stocks 16 1,449,314
Debtors 17 2,377,203
Cash at bank and in hand 35,613
3,862,130
Creditors: Amounts Falling Due Within One Year 18 (4,898,621 )
NET CURRENT ASSETS (LIABILITIES) (1,036,491 )
TOTAL ASSETS LESS CURRENT LIABILITIES 2,251,832
Creditors: Amounts Falling Due After More Than One Year 19 (1,840,910 )
PROVISIONS FOR LIABILITIES
Deferred Taxation 22 (150,043 )
NET ASSETS 260,879
CAPITAL AND RESERVES
Called up share capital 23 100
Profit and Loss Account 260,779
SHAREHOLDERS' FUNDS 260,879
On behalf of the board
Mr R S Parry
Director
Mr M D Hayes
Director
07/02/2025
The notes on pages 14 to 27 form part of these financial statements.
Page 9
Page 10
Company Balance Sheet
Registered number: 14649450
31 July 2024
Notes £ £
FIXED ASSETS
Investments 15 2,454,142
2,454,142
CURRENT ASSETS
Debtors 17 100
100
Creditors: Amounts Falling Due Within One Year 18 (2,366,642 )
NET CURRENT ASSETS (LIABILITIES) (2,366,542 )
TOTAL ASSETS LESS CURRENT LIABILITIES 87,600
Creditors: Amounts Falling Due After More Than One Year 19 (87,500 )
NET ASSETS 100
CAPITAL AND RESERVES
Called up share capital 23 100
SHAREHOLDERS' FUNDS 100
In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's profit for the period was £ 250,000 .
On behalf of the board
Mr R S Parry
Director
Mr M D Hayes
Director
07/02/2025
The notes on pages 14 to 27 form part of these financial statements.
Page 10
Page 11
Consolidated Statement of Changes in Equity
Share Capital Profit and Loss Account Total
£ £ £
As at 8 February 2023 100 250,000 250,100
Profit for the period and total comprehensive income - 260,779 260,779
Dividends paid - (250,000) (250,000)
As at 31 July 2024 100 260,779 260,879
Page 11
Page 12
Company Statement of Changes in Equity
Share Capital Profit and Loss Account Total
£ £ £
As at 8 February 2023 100 - 100
Profit for the period and total comprehensive income - 250,000 250,000
Dividends paid - (250,000) (250,000)
As at 31 July 2024 100 - 100
Page 12
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Consolidated Statement of Cash Flows
31 July 2024
Notes £
Cash flows from operating activities
Net cash generated from operations 1 1,984,620
Interest paid (325,325 )
Tax refunded 11,656
Net cash generated from operating activities 1,670,951
Cash flows from investing activities
Purchase of intangible assets (1,132,478 )
Purchase of tangible assets (2,463,306 )
Proceeds from disposal of tangible assets 28,920
Interest received 55
Dividends received 250,000
Net cash used in investing activities (3,316,809 )
Cash flows from financing activities
Equity dividends paid (250,000 )
Proceeds from new bank borrowings 1,623,486
Proceeds from new other loans 350,290
Repayment of finance leases (40,784 )
Amount withdrawn by directors (1,521)
Net cash generated from financing activities 1,681,471
Increase in cash and cash equivalents 35,613
Cash and cash equivalents at beginning of period 2 -
Cash and cash equivalents at end of period 2 35,613
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Notes to the Consolidated Statement of Cash Flows
1. Reconciliation of profit for the financial period to cash generated from operations
31 July 2024
£
Profit for the financial period 260,779
Adjustments for:
Tax on profit 142,638
Interest expense 325,325
Interest income (55 )
Amortisation of intangible assets 201,174
Depreciation of tangible assets 101,997
Profit on disposal of tangible assets (24,630)
Movements in working capital:
Increase in stocks (1,449,314 )
Increase in trade and other debtors (2,375,582 )
Increase in trade and other creditors 4,802,288
Net cash generated from operations 1,984,620
2. Cash and cash equivalents
Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:
31 July 2024
£
Cash at bank and in hand 35,613
3. Analysis of changes in net debt
As at 8 February 2023 Cash flows As at 31 July 2024
£ £ £
Cash at bank and in hand - 35,613 35,613
Finance leases - (309,506) (309,506)
Debts falling due within one year - (133,209) (133,209 )
Debts falling due after more than one year - (1,490,277) (1,490,277)
- (1,897,379) (1,897,379)
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Company Statement of Cash Flows
31 July 2024
Notes £
Cash flows from operating activities
Net cash generated from operations 1 2,454,142
Net cash generated from operating activities 2,454,142
Cash flows from investing activities
Purchase of investment in subsidiary undertaking (2,454,142 )
Dividends received 250,000
Net cash used in investing activities (2,204,142 )
Cash flows from financing activities
Equity dividends paid (250,000 )
Increase/(decrease) in cash and cash equivalents -
Cash and cash equivalents at beginning of period 2 -
Cash and cash equivalents at end of period 2 -
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Notes to the Company Statement of Cash Flows
1. Reconciliation of profit for the financial period to cash generated from operations
31 July 2024
£
Profit for the financial period 250,000
Adjustments for:
Income from shares in group undertakings (250,000)
Movements in working capital:
Increase in trade and other creditors 2,454,142
Net cash generated from operations 2,454,142
2. Cash and cash equivalents
Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:
3. Analysis of changes in net funds/(debt)
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Notes to the Financial Statements
1. General Information
Midland Oil Group Limited is a private company, limited by shares, incorporated in England & Wales, registered number 14649450 . The registered office is Midland Oil Group Limited, Shelah Road, Halesowen, West Midlands, B63 3PN.
The presentation currency of the financial statements is the Pound Sterling (£).
The significant accounting policies applied in the presentation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006.
2.2. Basis Of Consolidation
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings together with the group’s share of the results of associates made up to 31 July 2024.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.
Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the group holds a long-term interest and where the group has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate. The results of associates are accounted for using the equity method of accounting.
Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.
Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.
Where control of a subsidiary is achieved in stages, the initial acquisition that gave the group control is accounted for as a business combination. Thereafter where the group increases its controlling interest in the subsidiary the transaction is treated as a transaction between equity holders. Any difference between the fair value of the consideration paid and the carrying amount of the non-controlling interest acquired is recognised directly in equity. No changes are made to the carrying value of assets, liabilities or provisions for contingent liabilities.
2.3. Business Combinations
Business combinations are accounted for by applying the purchase method.
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.
Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.
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2.4. Significant judgements and estimations
Estimates and judgements are continually evaluated and are based on historical experience and other relevant factors, including expectation of future events that are believed to be reasonable under the circumstances.
The preparation of the financial statements requires management to make estimates and assumption regarding the future. The resulting accounting estimates will, by definition, be likely to differ from the realted actual results. No estimates or assumptions are deemed to have significant risk of causing material adjustments to the carrying amount of assets and liabilities within the next financial year.
2.5. Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover is reduced for estimated customer returns, rebates and other similar allowances.
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.
2.6. Intangible Fixed Assets and Amortisation - Goodwill
Goodwill represents the excess of the cost of a business combination over the fair value of the group’s share of the identifiable net assets, liabilities and contingent liabilities acquired.
Goodwill arising on the acquisition of subsidiaries is included in Intangible Assets. Goodwill arising on the acquisition of associates and joint ventures is included in the related equity accounted investment value.
Goodwill is amortised over its expected useful life which is estimated to be between 5 and 10 years.
Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the profit and loss account. No reversals of impairment are recognised.
2.7. Intangible Fixed Assets and Amortisation - Other Intangible
Other intangible assets are software development costs. It is amortised to profit and loss account over its estimated economic life of 15 years.
2.8. Research and Development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research is recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised to nil on a straight line basis over their expected useful economic lives, which range from 5 to 10 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project the expenditure is treated as if it were all incurred in the research phase only.
2.9. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Freehold Straight line over 50 years
Plant & Machinery Straight line over 3 to 10 years
Motor Vehicles Straight line over 8 years
Fixtures & Fittings Straight line over 1 to 10 years
Computer Equipment Straight line over 1 to 10 years
The group's freehold property is currently not being depreciated as depreciation had been overprovided in previous years. Depreciation is anticpated to be charged from the next accounting period.
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2.10. Leasing and Hire Purchase Contracts
Assets obtained under finance leases are capitalised as tangible fixed assets. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives. Assets acquired under hire purchase contracts are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in the creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to profit and loss account as incurred.
2.11. Stocks and Work in Progress
Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.
2.12. Cash and Cash Equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.
2.13. Financial Instruments
Non derivate financial instruments comprise trade and other debtors, cash and cash equivalents, trade and other creditors and interest free loans.
Unless otherwise stated, the carrying value of the company's financial assets and liabilities are a reasonable approximation of their fair value.
2.14. Foreign Currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
2.15. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.
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3. Turnover
Analysis of turnover by class of business is as follows:
31 July 2024
£
Sale of goods 17,901,401
Analysis of turnover by geographical market is as follows:
31 July 2024
£
United Kingdom 17,901,401
17,901,401
4. Other Operating Income
31 July 2024
£
Rental income 20,184
Other operating income 1,877
22,061
5. Operating Profit
The operating profit is stated after charging:
31 July 2024
£
Bad debts 4,790
Depreciation of tangible fixed assets 101,997
Amortisation of intangible fixed assets 201,174
6. Auditor's Remuneration
Remuneration received by the company's auditors and their associates during the period was as follows:
31 July 2024
£
Audit Services
Audit of the company's financial statements 7,750
7. Staff Costs
Staff costs, including directors' remuneration, were as follows:
31 July 2024
£
Wages and salaries 1,494,960
Social security costs 146,578
Other pension costs 97,425
1,738,963
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8. Average Number of Employees
Average number of employees, including directors, during the period was as follows:
Group Company
31 July 2024 31 July 2024
Office and administration 14 2
Sales, marketing and distribution 7 -
Manufacturing 9 -
Research and Development 3 -
33 2
9. Directors' remuneration
31 July 2024
£
Emoluments 142,679
10. Interest Receivable and Similar Income
31 July 2024
£
Bank interest receivable 55
11. Interest Payable and Similar Charges
31 July 2024
£
Bank loans and overdrafts 145,319
Factoring charges 167,507
Finance charges payable under finance leases and hire purchase contracts 2,225
Foreign exchange 10,274
325,325
12. Tax on Profit
The tax charge on the profit for the period was as follows:
Tax Rate 31 July 2024
31 July 2024 £
Current tax
UK Corporation Tax 25.0% 34,206
Deferred Tax
Deferred taxation 108,432
Total tax charge for the period 142,638
The actual charge for the period can be reconciled to the expected charge for the period based on the profit and the standard rate of corporation tax as follows:
...CONTINUED
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31 July 2024
£
Profit before tax 403,417
Tax on profit at 25% (UK standard rate) 100,854
Goodwill/depreciation not allowed for tax 434
Expenses not deductible for tax purposes 564
Capital allowances (67,646 )
Short term timing differences 108,432
Total tax charge for the period 142,638
13. Intangible Assets
Group
Goodwill Other Development Costs Total
£ £ £ £
Cost
As at 8 February 2023 - - - -
Additions 100,757 21,126 1,010,595 1,132,478
As at 31 July 2024 100,757 21,126 1,010,595 1,132,478
Amortisation
As at 8 February 2023 - - - -
Provided during the period 60,460 2,939 137,775 201,174
As at 31 July 2024 60,460 2,939 137,775 201,174
Net Book Value
As at 31 July 2024 40,297 18,187 872,820 931,304
As at 8 February 2023 - - - -
Company
The company had no intangible fixed assets as at 31 July 2024.
14. Tangible Assets
Group
Land & Property
Freehold Plant & Machinery Motor Vehicles Fixtures & Fittings
£ £ £ £
Cost
As at 8 February 2023 - - - -
Additions 1,712,668 241,094 427,304 82,101
Disposals - - - (4,290 )
As at 31 July 2024 1,712,668 241,094 427,304 77,811
...CONTINUED
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Depreciation
As at 8 February 2023 - - - -
Provided during the period - 63,402 20,981 17,509
As at 31 July 2024 - 63,402 20,981 17,509
Net Book Value
As at 31 July 2024 1,712,668 177,692 406,323 60,302
As at 8 February 2023 - - - -
Computer Equipment Total
£ £
Cost
As at 8 February 2023 - -
Additions 139 2,463,306
Disposals - (4,290 )
As at 31 July 2024 139 2,459,016
Depreciation
As at 8 February 2023 - -
Provided during the period 105 101,997
As at 31 July 2024 105 101,997
Net Book Value
As at 31 July 2024 34 2,357,019
As at 8 February 2023 - -
Freehold property and all other assets have been pledged as security in respect of the bank borrowings.
Included above are assets held under finance leases or hire purchase contracts with a net book value as follows:
31 July 2024
£
Motor Vehicles 308,783
Company
The company had no tangible fixed assets as at 31 July 2024.
15. Investments
Company
Subsidiaries
£
Cost
As at 8 February 2023 -
Additions 2,454,142
As at 31 July 2024 2,454,142
...CONTINUED
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Provision
As at 8 February 2023 -
As at 31 July 2024 -
Net Book Value
As at 31 July 2024 2,454,142
As at 8 February 2023 -
Subsidiaries
Details of the company's subsidiaries as at 31 July 2024 are as follows:
Name of undertaking Registered Office Class of shares held Direct holding Indirect holding
Midland Oil Refinery Limited Shelah Road, Halesowen, B63 3PN Ordinary 100.00% -
Rods Oils Limited Shelah Road, Halesowen, B63 3PN Ordinary 100.00% -
Varol Limited Shelah Road, Halesowen, B63 3PN Ordinary 100.00% -
Kwikfill Limited Shelah Road, Halesowen, B63 3PN Ordinary 100.00% -
The aggregate capital and reserves and the result for the period of the subsidiaries listed above was as follows:
Capital and Reserves Profit/(loss)
£ £
Midland Oil Refinery Limited 1,387,968 231,311
Rods Oils Limited 164,033 (41,962 )
Varol Limited 249,377 -
Kwikfill Limited 40,724 13,009
Under section 479C of the Companies Act 2006, Midland Oil Group Limited , registration number 14649450 , being the parent undertaking has guaranteed the liabilities of the following subsidiaries in order that they qualify for the exemption from audit under section 479A of the Companies Act 2006 in respect of the year ended 31 July 2024:
Name of undertaking Registered Number
Rods Oils Limited 12602458
Varol Limited 05944605
Kwikfill Limited 02017333
16. Stocks
31 July 2024
£
Stock 1,449,314
Replacement cost is not materially different to the carrying value above.
17. Debtors
Group Company
31 July 2024 31 July 2024
£ £
Due within one year
Trade debtors 2,189,571 -
Other debtors 187,632 100
2,377,203 100
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18. Creditors: Amounts Falling Due Within One Year
Group Company
31 July 2024 31 July 2024
£ £
Net obligations under finance lease and hire purchase contracts 46,373 -
Trade creditors 2,516,025 -
Bank loans and overdrafts 133,209 -
Bills of exchange 1,682,218 -
Amounts owed to group undertakings - 2,238,725
Other creditors 217,633 127,917
Corporation tax 4,251 -
Taxation and social security 24,553 -
Accruals and deferred income 274,359 -
4,898,621 2,366,642
Financing of trade debtors of £1,682,218 relates to amounts received for invoice discounting. The specific debtors are included within trade debtors in note 16 of £2,189,571.
19. Creditors: Amounts Falling Due After More Than One Year
Group Company
31 July 2024 31 July 2024
£ £
Net obligations under finance lease and hire purchase contracts 263,133 -
Bank loans 1,490,277 -
Other creditors 87,500 87,500
1,840,910 87,500
Of the creditors the following amounts are secured.
Group
31 July 2024
£
Net obligations under finance lease and hire purchase contracts 309,506
Bank loans and overdrafts 1,623,486
Other Creditors 1,682,218
Other creditors represents 'Financing of trade debtors' which is secured on the associated trade debtors.
The net obligations under finance leases is secured over the associated fixed assets.
The bank loan is secured by a legal charge over Varol House, Shelah Road, Halesowen, West Midlands, B63 3PG.
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20. Loans
An analysis of the maturity of loans is given below:
Group
31 July 2024
£
Amounts falling due within one year or on demand:
Bank loans 133,209
Group
31 July 2024
£
Amounts falling due between one and five years:
Bank loans 566,062
Group
31 July 2024
£
Amounts falling due after more than five years:
Bank loans 924,215
21. Obligations Under Finance Leases and Hire Purchase
Group
31 July 2024
£
The future minimum finance lease payments are as follows:
Not later than one year 46,373
Later than one year and not later than five years 263,133
309,506
309,506
22. Deferred Taxation
The provision for deferred tax is made up as follows:
31 July 2024
£
Accelerated capital allowances 160,043
Other timing differences (10,000)
150,043
23. Share Capital
31 July 2024
Allotted, called up but not fully paid £
100 Ordinary Shares of £ 1.00 each 100
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24. Pension Commitments
The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund.
During the period the charge to profit or loss in respect of defined contribution schemes was £97,425.
At the balance sheet date contributions of £NIL were due to the fund and are included in creditors.
25. Directors Advances, Credits and Guarantees
Included within Debtors are the following loans to directors:
As at 8 February 2023 Amounts advanced Amounts repaid Amounts written off As at 31 July 2024
£ £ £ £ £
Mr Richard Parry - 1,520 - - 1,520
The above loan is unsecured, interest free and repayable on demand.
26. Dividends
31 July 2024
£
On equity shares:
Interim dividend paid 250,000
27. Controlling Parties
The company's controlling party is the directors by virtue of their interest in the share capital of the company.
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