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Registration number: 02028470

Warners of Gloucester Limited

Financial Statements

for the Year Ended 30 September 2024

 

Warners of Gloucester Limited

Contents

Company Information

1

Strategic Report

2

Directors' Report

3 to 4

Statement of Directors' Responsibilities

5

Independent Auditor's Report

6 to 8

Profit and Loss Account

9

Balance Sheet

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12 to 25

 

Warners of Gloucester Limited

Company Information

Directors

M Jones

G Warner

M T Warner

Company secretary

D Ryland

Registered office

Eastern Avenue
Gloucester
Gloucestershire
GL4 3BS

Bankers

Lloyds Banking Group plc
19 Eastgate Street
Gloucester
GL1 1NU

Auditors

Hazlewoods LLP
Staverton Court
Staverton
Cheltenham
GL51 0UX

 

Warners of Gloucester Limited

Strategic Report for the Year Ended 30 September 2024

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

Principal activity

The principal activity of the company is that of motor vehicle distributor and garage proprietors.

Fair review of the business

The company’s chairman, Michael Warner, sadly passed at his home on 29 December 2024, at the age of 77. Michael was a prominent figure in the Gloucestershire business community, supporting Warners Motor Group, RHS Malvern Spring Show and a host of local charities. Michael’s input has left an indelible mark on the company, which the Board and Michael’s family will continue to build on, ensuring the company’s continued growth and success.

In August 2024, the company expanded their offerings by adding two new dynamic brands: Omoda and Jaecoo, making Warners one of only 75 dealerships in the UK. The brands have been well received and mark an exciting new chapter for the company.

The directors are pleased with the trading result for the year which saw an increase in turnover and an improvement in margins. The parts operation remains the strongest part of the business and enjoys an excellent reputation with both the franchise network and local independent motor traders. Demand for vehicle repairs and servicing was also much improved.

The company's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2024

2023

Sales (net of rebates and discounts)

£

28,014,852

27,211,953

Profit before taxation

£

290,356

182,294

Principal risks and uncertainties

Market Conditions
The business is reliant on consumer spending, which given uncertain market conditions, including high interest rates, can impact on the profitability of the company. The company offers a range of vehicles and payment options to ensure they can cater to the market.

Franchise
During the year, the company have added two new brands to their offering. The strategic change in the business will bring challenges associated with marketing the change in brand. The reaction in the market has been positive and the directors are confident that this will represent a great opportunity to appeal to a wider customer base.

Approved by the Board on 15 March 2025 and signed on its behalf by:


G Warner
Director

 

Warners of Gloucester Limited

Directors' Report for the Year Ended 30 September 2024

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

Directors of the company

The directors who held office during the year were as follows:

M D Warner (resigned 15 January 2025)

M Jones

G Warner

M T Warner

Financial instruments

Objectives and policies

The company’s financial instruments comprise cash and liquid resources, and various other items such as trade debtors, trade creditors, etc that arise directly from its operations. The main purpose of these financial instruments is to finance the operations of the company.

Credit risk, liquidity risk and interest rate risk

Liquidity risk
The company's principal liquidity risk is to ensure that it has sufficient liquid resources to meet its operational requirements. Liquidity is closely monitored and additional discretionary funding is drawn down if required. The company's primary sources of liquid resources are its bankers and providers of vehicle funding agreements.

Credit risk
The company offers credit to certain of its customers. Before credit terms are agreed, an assessment of the customer's credit rating is undertaken to ensure that the customer does not represent a major credit risk to the group. Credit limits are set accordingly. The credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.

Price risk
Through careful monitoring of the company's market place and competitors the company's exposure to price risk is kept to a minimum.

Interest rate risk
The most significant interest rate risk involves the interest rate fluctuations, which is managed by balancing interest rate risk between variable and fixed rates. The directors view short term base rate volatility to be low. The company is well placed to deal with any rise in interest rates.

Going concern

The directors have prepared forecasts for the group for more than 12 months from the approval of the financial statements. After reviewing the group’s forecasts, and on the assumption that the bank continues to support the wider group and having received a letter of support from the immediate parent company, Warners Trust Plc, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors therefore consider it appropriate to prepare the financial statements on a going concern basis. The financial statements do not include any adjustments that would result from insufficient facilities being made available to the company.

Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Future developments

The company continues to seek new opportunities for growth, including exploring new options with Jaecoo and Omoda.

 

Warners of Gloucester Limited

Directors' Report for the Year Ended 30 September 2024

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditors

Hazlewoods LLP have expressed their willingness to continue in office.

Approved by the Board on 15 March 2025 and signed on its behalf by:


G Warner
Director

 

Warners of Gloucester Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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.

 

Warners of Gloucester Limited

Independent Auditor's Report to the Members of Warners of Gloucester Limited

Opinion

We have audited the financial statements of Warners of Gloucester Limited (the 'company') for the year ended 30 September 2024, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 30 September 2024 and of its profit for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 original financial statements were 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matter 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 year 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.

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 where the Companies Act 2006 requires us to report to you if, in our opinion:

 

Warners of Gloucester Limited

Independent Auditor's Report to the Members of Warners of Gloucester Limited

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

the financial statements are not in agreement with the accounting records and returns; or

certain disclosures of 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 Statement of Directors' Responsibilities set out on page 5, 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.

Extent to which the audit was 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 considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits conducted in accordance with ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;

enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and

reading minutes of meetings of those charged with governance.

 

Warners of Gloucester Limited

Independent Auditor's Report to the Members of Warners of Gloucester Limited

Our audit procedures were designed to respond to risks of material misstatement 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 deliberate concealment by, for example, forgery, misrepresentations or through collusion. 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 are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of this 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.





Paul Fussell (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Staverton Court
Staverton
Cheltenham
GL51 0UX

18 March 2025

 

Warners of Gloucester Limited

Profit and Loss Account for the Year Ended 30 September 2024

Note

2024
£

2023
£

Turnover

3

28,014,852

27,211,953

Cost of sales

 

(24,813,461)

(24,315,620)

Gross profit

 

3,201,391

2,896,333

Administrative expenses

 

(2,718,698)

(2,540,340)

Other operating income

2,790

11,789

Operating profit

4

485,483

367,782

Other interest receivable and similar income

5

27,971

44,087

Interest payable and similar expenses

6

(223,098)

(229,575)

Profit before tax

 

290,356

182,294

Tax on profit

10

(84,001)

(32,249)

Profit for the financial year

 

206,355

150,045

The above results were derived from continuing operations.

The company has no recognised gains or losses for the year other than the results above.

 

Warners of Gloucester Limited

(Registration number: 02028470)
Balance Sheet as at 30 September 2024

Note

2024
£

2023
£

Fixed assets

 

Intangible assets

11

-

2,603

Tangible assets

12

693,401

776,796

Investments

13

100

-

Other financial assets

14

1,788

4,808

 

695,289

784,207

Current assets

 

Stocks

15

2,318,969

2,906,086

Debtors

16

1,206,497

1,753,795

Cash at bank and in hand

 

413,856

216,779

 

3,939,322

4,876,660

Creditors: Amounts falling due within one year

17

(3,747,639)

(4,935,940)

Net current assets/(liabilities)

 

191,683

(59,280)

Total assets less current liabilities

 

886,972

724,927

Creditors: Amounts falling due after more than one year

17

(292,845)

(342,055)

Provisions for liabilities

20, 10

(192,777)

(87,887)

Net assets

 

401,350

294,985

Capital and reserves

 

Called up share capital

22

165

155

Share premium reserve

23

49,975

49,975

Profit and loss account

23

351,210

244,855

Shareholders' funds

 

401,350

294,985

Approved and authorised by the Board on 15 March 2025 and signed on its behalf by:
 


G Warner
Director

 

Warners of Gloucester Limited

Statement of Changes in Equity for the Year Ended 30 September 2024

Share capital
£

Share premium
£

Profit and loss
account
£

Total
£

At 1 October 2023

155

49,975

244,855

294,985

Profit for the year

-

-

206,355

206,355

Dividends

-

-

(100,000)

(100,000)

New share capital subscribed

10

-

-

10

At 30 September 2024

165

49,975

351,210

401,350

Share capital
£

Share premium
£

Profit and loss
account
£

Total
£

At 1 October 2022

155

49,975

317,841

367,971

Profit for the year

-

-

150,045

150,045

Dividends

-

-

(223,031)

(223,031)

At 30 September 2023

155

49,975

244,855

294,985

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Eastern Avenue
Gloucester
Gloucestershire
GL4 3BS

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is UK £, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest £.

Summary of disclosure exemptions

Warners of Gloucester Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its financial statements. Exemptions have been taken in relation to financial instruments and presentation of a statement of cash flows.

Name of parent of group

These financial statements are consolidated in the financial statements of Warners Trust Plc.

The financial statements of may be obtained from the company's registered office.

Going concern

The directors have prepared forecasts for the group for more than 12 months from the approval of the financial statements. After reviewing the group’s forecasts, and on the assumption that the bank continues to support the wider group, and having received a letter of support from the immediate parent company, Warners Trust Plc, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors therefore consider it appropriate to prepare the financial statements on a going concern basis. The financial statements do not include any adjustments that would result from insufficient facilities being made available to the company.

Critical accounting 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 amounts 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 on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of revision and future periods if the revision affects both current and future periods.

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

Judgements

Management have assessed stock lines and have estimated the value of stock that requires provision in order to reflect the true value of stock within the financial statements. The carrying value of the provision is £37,227 (2023 - £35,863).

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits can be reliably measured, and it is probable that future economic benefits will flow to the entity.

The company consider that the risks and rewards of ownership pass when products are delivered to customers and it is at this point revenue is recognised.

Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. When the outcome of a transaction for the rendering of services can be estimated reliably in terms of revenue, costs and its stage of completion, the company recognises revenue on the sales of services in the reporting period in which the services are rendered by reference to the stage of completion of the specific transaction at the end of the reporting period. The stage of completion is determined on the basis of the actual completion of a proportion of the total services to be rendered. When the outcome of a service contract cannot be estimated reliably the company only recognises revenue to the extent of the recoverable expenses recognised.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, less any estimated residual value, over their expected useful economic life as follows:

Asset class

Depreciation method and rate

Long leasehold land and buildings

Over period of lease

Plant and machinery

20% - 33% of cost per annum

Motor homes

10% reducing balance

Intangible assets

Separately acquired intangible assets are included at cost and amortised over their estimated useful economic life. Provision is made for any impairment.

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Computer software

33% of cost per annum

Fixed asset investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in the profit or loss account. Investments in equity shares which are not publicly traded and where the fair value cannot be measured reliably are measured at cost less impairment.

Trade debtors

Trade debtors are amounts due from customers for goods sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stock and work in progress are valued at the lower of cost and net realisable value, after due regard for obsolete and slow moving stocks. Net realisable value is based on selling price less anticipated costs to completion and selling costs. Costs includes all direct costs and an appropriate proportion and variable overheads.

Consignment stock held but not owned by the company is recognised as an asset on the balance sheet with a corresponding liability included in creditors due within one year, when the risks and reward of ownership transfer to the company.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

3

Turnover

The analysis of the company's turnover for the year from continuing operations, all of which is derived from the UK market, is as follows:

2024
£

2023
£

Sale of goods

25,882,631

25,166,637

Rendering of services

2,132,221

2,045,316

28,014,852

27,211,953

 

4

Operating profit

Arrived at after charging/(crediting)

2024
£

2023
£

Depreciation expense

110,089

159,256

Amortisation expense

2,603

7,803

Operating lease expense

364,450

360,243

Loss/(profit) on disposal of property, plant and equipment

1

(35,339)

 

5

Interest receivable and similar income

2024
£

2023
£

Other interest receivable

27,971

44,087

 

6

Interest payable and similar expenses

2024
£

2023
£

Interest on bank overdrafts and borrowings

726

3,652

Interest on obligations under finance leases and hire purchase contracts

42,628

52,005

Interest expense on other finance liabilities

179,744

173,918

223,098

229,575

 

7

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2024
£

2023
£

Wages and salaries

2,094,710

1,979,932

Social security costs

213,844

184,222

Pension costs, defined contribution scheme

128,453

137,187

2,437,007

2,301,341

The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

2024
No.

2023
No.

Production

25

25

Administration and support

28

29

Sales

11

12

64

66

 

8

Directors' remuneration

The directors' remuneration for the year was as follows:

2024
£

2023
£

Remuneration

148,481

142,088

Contributions paid to money purchase schemes

4,881

9,688

153,362

151,776

During the year the number of directors who were receiving benefit was as follows:

2024
No.

2023
No.

Accruing benefits under money purchase pension scheme

2

2

 

9

Auditors' remuneration

2024
£

2023
£

Audit of the financial statements

26,250

25,000


 

10

Taxation

Tax charged/(credited) in the profit and loss account

2024
£

2023
£

Current taxation

UK corporation tax

103,477

86,936

UK corporation tax adjustment to prior periods

(9,616)

-

93,861

86,936

Deferred taxation

Arising from origination and reversal of timing differences

(21,692)

(54,687)

Arising from previously unrecognised tax loss, tax credit or temporary difference of prior periods

11,832

-

Total deferred taxation

(9,860)

(54,687)

Tax expense in the income statement

84,001

32,249

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2023 - higher than the standard rate of corporation tax in the UK) of 25% (2023 - 22.01%).

The differences are reconciled below:

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

2024
£

2023
£

Profit before tax

290,356

182,294

Corporation tax at standard rate

72,589

40,123

Decrease in UK corporation tax from adjustment to prior periods

(9,616)

-

Tax increase from effect of capital allowances and depreciation

3,967

3,060

Effect of expense not deductible in determining taxable profit (tax loss)

5,229

2,836

Deferred tax expense from unrecognised temporary difference from a prior period

11,832

-

Other tax effects for reconciliation between accounting profit and tax expense (income)

-

(13,770)

Total tax charge

84,001

32,249

Deferred tax

Deferred tax assets and liabilities

2024

Liability
£

Accelerated capital allowances

(102,380)

Other timing differences

24,353

(78,027)

2023

Liability
£

Accelerated capital allowances

(132,565)

Other timing differences

44,678

(87,887)

 

11

Intangible assets

Computer software
 £

Cost

At 1 October 2023 and at 30 September 2023

23,411

Amortisation

At 1 October 2023

20,808

Amortisation charge

2,603

At 30 September 2024

23,411

Carrying amount

At 30 September 2024

-

At 30 September 2023

2,603

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

12

Tangible assets

Long leasehold land and buildings
£

Plant and machinery
 £

Motor homes
 £

Total
£

Cost

At 1 October 2023

741,481

591,044

716,459

2,048,984

Additions

228,478

15,136

210,186

453,800

Disposals

-

(25,469)

(570,096)

(595,565)

At 30 September 2024

969,959

580,711

356,549

1,907,219

Depreciation

At 1 October 2023

644,743

520,218

107,227

1,272,188

Charge for the year

31,669

25,131

53,289

110,089

Eliminated on disposal

-

(25,458)

(143,001)

(168,459)

At 30 September 2024

676,412

519,891

17,515

1,213,818

Carrying amount

At 30 September 2024

293,547

60,820

339,034

693,401

At 30 September 2023

96,738

70,826

609,232

776,796

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2024
£

2023
£

Plant and machinery

2

7,402

Motor homes

355,614

480,575

355,616

487,977

 

13

Investments

2024
£

2023
£

Investments in associates

100

-

Associates

£

Cost

Additions

100

Carrying amount

At 30 September 2024

100

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

2024

2023

Associates

M5 Leisure Limited

Unit 2 130 Bristol Road, Gloucester, GL1 5SQ

Ordinary 'E'

24%

0%

Associates

The principal activity of M5 Leisure Limited Limited is the lease and sale of motor homes.

M5 Leisure Limited is partly controlled by the company and the company's directors and is consequently treated as an associate.

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

14

Investments held as fixed assets

Financial assets at fair value through profit and loss
£

Non-current financial assets

Cost or valuation

At 1 October 2023

4,808

Fair value adjustments

(468)

Disposals

(2,552)

At 30 September 2024

1,788

Carrying amount

At 30 September 2024

1,788

At 30 September 2023

4,808

 

15

Stocks

2024
£

2023
£

Parts and accessories

96,735

100,702

Work in progress

28,494

63,265

Vehicles for resale

2,184,798

2,712,061

Vehicles on consignment from manufacturers

8,942

30,058

2,318,969

2,906,086

The principal terms of the consignment stock agreement are that the company holds new vehicles on consignment from manufacturers and is liable to interest on the cost of those vehicles from the date on which they are allocated to the company.

 

16

Debtors

2024
£

2023
£

Trade debtors

837,085

1,380,390

Amounts owed by parent undertakings

11,000

-

Other debtors

76,950

105,176

Prepayments

230,654

226,229

Accrued income

50,808

42,000

1,206,497

1,753,795

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

17

Creditors

Note

2024
£

2023
£

Due within one year

 

Loans and borrowings

18

170,891

313,631

Trade creditors

 

2,832,536

3,886,946

Social security and other taxes

 

46,444

117,730

Outstanding defined contribution pension costs

 

-

4,576

Other creditors

 

80,969

18,639

Accruals

 

504,866

478,382

Corporation tax liability

 

102,991

85,978

Consignment stock creditor

 

8,942

30,058

 

3,747,639

4,935,940

Due after one year

 

Loans and borrowings

18

292,845

342,055

The company funds vehicle stock on extended credit terms from both the principal manufacturer and other providers of vehicle funding, which are secured on the assets of the company. The company classifies such creditors as vehicle funding agreements within trade creditors, which at 30 September 2024 amounted to £2,284,818 (2023 - £3,380,376). Vehicle funding agreements bear interest at an average rate of 5.0% (2023 - 5.0%). The vehicle funding agreements balance includes manufacturer liabilities of £1,294,135 (2023 - £2,138,894) in respect of other purchases which are also secured on the trade and assets of the company.

Consignment stock creditors are secured on the assets to which they relate.

The principal terms of consignment stock agreements are set out in note 15 .

 

18

Loans and borrowings

Current loans and borrowings

2024
£

2023
£

Bank borrowings

105,000

105,000

Obligations under finance leases and hire purchase contracts

65,891

208,631

170,891

313,631

Non-current loans and borrowings

2024
£

2023
£

Bank borrowings

122,500

227,500

Obligations under finance leases and hire purchase contracts

170,345

114,555

292,845

342,055

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

Finance leases and hire purchase contracts are secured on the assets to which they relate.

Bank borrowings comprise a Coronavirus Business Interruption Loan (CBILs) of £227,500 (2023 - £332,500). The loan attracts interest at 2.69% plus the banks base rate. The loan is repayable in 60 equal monthly instalments of £8,750, commencing in December 2021.

Bank borrowings are secured by a fixed and floating charge over the assets of Warners of Gloucester Limited and Warners Trust plc.

 

19

Obligations under leases and hire purchase contracts

Finance leases and hire purchase contracts

The total of future minimum lease payments is as follows:

2024
£

2023
£

Not later than one year

133,143

262,614

Later than one year and not later than five years

253,622

211,841

386,765

474,455

Finance leases and hire purchase contracts are secured on the assets to which they relate.

Operating leases

The total of future minimum lease payments is as follows:

2024
£

2023
£

Not later than one year

227,215

258,549

Later than one year and not later than five years

452,348

501,508

Later than five years

275,600

275,600

955,163

1,035,657

The amount of non-cancellable operating lease payments recognised as an expense during the year was £364,450 (2023 - £360,243)

 

20

Provisions

Dilapidations provision
£

At 1 October 2023

102,750

Increase (decrease) in existing provisions

12,000

At 30 September 2024

114,750

The dilapidations provision of £114,750 (2023 - £102,750) relates to the costs the company expects to incur in restoring the leased premises to its condition prior to occupancy.

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

21

Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £128,453 (2023 - £137,187).

Contributions totalling £Nil (2023 - £4,576) were payable to the scheme at the end of the year and are included in creditors.

 

22

Share capital

Allotted, called up and fully paid shares

2024

2023

No.

£

No.

£

Ordinary of £1 each

100

100

100

100

'B' Ordinary of £1 each

25

25

25

25

'C' Ordinary of £1 each

20

20

15

15

'D' Ordinary of £1 each

20

20

15

15

165

165

155

155

During the year, 5 Ordinary 'C' and 5 Ordinary 'D' shares with an aggregate nominal value of £1 were allotted by the company for total consideration of £10.

All shares have full voting rights and rank pari passu in all aspects.

 

23

Reserves

Called up share capital

This represents the nominal value of the issued share capital.

Share premium reserve

This reserve contains the premium arising on the issue of share capital. Any transaction costs associated with the issuing of shares are deducted from the share premium.

Profit and loss account

This represents the cumulative profit or losses, net of dividends and other adjustments.

 

24

Dividends

2024
 £

2023
 £

Dividends paid

100,000

223,031

 

Warners of Gloucester Limited

Notes to the Financial Statements for the Year Ended 30 September 2024

 

25

Related party transactions

During the year the company was charged rent of £68,000 (2023 - £68,000) by a company in which the parent undertaking holds a 50% interest. At 30 September 2024, the company owed £nil (2023 - £nil) to the participating interest. During the year £nil (2023 - £316) of interest was paid to the participating interest.

During the year the company made sales of £835,036 (2023 - £578,049) and purchases of £33,233 (2023 - £127,644) to and from companies under common control. Dividends of £100,000 (2023 - £223,301) were paid to shareholders. At the balance sheet date the amount due to companies under common control was £10,760 (2023 - £5,722) and the amount due from companies under common control was £142,590 (2023 - £92,281). At the balance sheet date, there was a loan to a company under common control of £nil (2023 - £75,000). During the year, interest of £13,762 (2023 - £705) was received on this loan.

During the year the company made sales of £627 (2023 - £9,913) to directors of the company. At the balance sheet date, the amount due to the company was £180 (2023 - £2,750).

During the year, company made sales of £nil (2023 - £1,905) to close family of the directors. At the balance sheet date, the amount due to the company was £351 (2023 - £1,006).

 

26

Parent and ultimate parent undertaking

The company's immediate and ultimate parent is Warners Trust plc, incorporated in England and Wales.

 The most senior parent entity producing publicly available consolidated financial statements is Warners Trust plc. These financial statements are available upon request from Eastern Avenue, Gloucester, GL4 3BS.

 The ultimate controlling party is the estate of M D Warner.