REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Year Ended 31 December 2024 |
for |
Adam Bailey Limited |
REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Year Ended 31 December 2024 |
for |
Adam Bailey Limited |
Adam Bailey Limited (Registered number: 06322549) |
Contents of the Financial Statements |
for the Year Ended 31 December 2024 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 4 |
Income Statement | 7 |
Other Comprehensive Income | 8 |
Balance Sheet | 9 |
Statement of Changes in Equity | 10 |
Notes to the Financial Statements | 11 |
Adam Bailey Limited |
Company Information |
for the Year Ended 31 December 2024 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
Adam Bailey Limited (Registered number: 06322549) |
Strategic Report |
for the Year Ended 31 December 2024 |
The directors present their strategic report for the year ended 31 December 2024. |
On 22 September 2023 the group headed by Adam Bailey Limited set up an employee ownership trust (EOT), Chippenham Motor Company Employee Ownership Trust 2023. The shares in Adam Bailey Limited held by A J Bailey and J A Bailey were acquired by Wiltshire Motor Company Limited which is 100% owned by the EOT. The EOT has a corporate trustee, Chippenham Motor Company EOT Limited, which is dormant other than its role as trustee. |
As a result of the establishment of the EOT, Adam Bailey Limited is now an intermediary holding company in the Wiltshire Motor Company Limited group. |
During the year Adam Bailey Limited received dividend income from its subsidiary Chippenham Motor Company Limited which in turn it distributed as a dividend to its parent company Wiltshire Motor Company Limited. |
ON BEHALF OF THE BOARD: |
Adam Bailey Limited (Registered number: 06322549) |
Report of the Directors |
for the Year Ended 31 December 2024 |
The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
DIVIDENDS |
The total distribution of dividends for the year ended 31 December 2024 will be £500,000 (2023 - £100,000). |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | 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. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Sumer Auditco Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Adam Bailey Limited |
Opinion |
We have audited the financial statements of Adam Bailey Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31 December 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Report of the Independent Auditors to the Members of |
Adam Bailey Limited |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery, employment law and company legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements of the We Company. 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 taxation 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 risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, and management bias in accounting estimates and judgemental areas of the financial statements. Audit procedures performed by the audit engagement team included: |
- | Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; |
- | Understanding of management's internal controls designed to prevent and detect irregularities, and fraud; |
- | Reviewing the Company's legal costs to check for non-compliance with laws and regulations and fraud; |
- | Review of tax compliance with the involvement of our tax specialists in the audit; |
- | Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing of expenses; |
- | Testing transactions entered into outside of the normal course of the Company's business; and |
- | Identifying and testing journal entries, in particular any journal entries with fraud characteristics such as journals with round numbers. |
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 by, for example, forgery or intentional misrepresentations, or through collusion. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Adam Bailey Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditors |
Hermes House |
Fire Fly Avenue |
Swindon |
Wiltshire |
SN2 2GA |
Adam Bailey Limited (Registered number: 06322549) |
Income Statement |
for the Year Ended 31 December 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER |
Administrative expenses |
(1,956 | ) | (113,695 | ) |
Other operating income |
OPERATING LOSS | ( |
) | ( |
) |
Income from shares in group undertakings |
498,044 | 7,616 |
Interest payable and similar expenses | 4 |
PROFIT/(LOSS) BEFORE TAXATION | ( |
) |
Tax on profit/(loss) | 5 |
PROFIT/(LOSS) FOR THE FINANCIAL YEAR | ( |
) |
Adam Bailey Limited (Registered number: 06322549) |
Other Comprehensive Income |
for the Year Ended 31 December 2024 |
2024 | 2023 |
Notes | £ | £ |
PROFIT/(LOSS) FOR THE YEAR | ( |
) |
OTHER COMPREHENSIVE INCOME |
Deferred tax released on revaluation |
Income tax relating to other comprehensive income |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
Adam Bailey Limited (Registered number: 06322549) |
Balance Sheet |
31 December 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 7 |
Investments | 8 |
CURRENT ASSETS |
Debtors | 9 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 10 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 11 |
Retained earnings | 12 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
Adam Bailey Limited (Registered number: 06322549) |
Statement of Changes in Equity |
for the Year Ended 31 December 2024 |
Called up |
share | Retained | Revaluation | Total |
capital | earnings | reserve | equity |
£ | £ | £ | £ |
Balance at 1 January 2023 |
Changes in equity |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - | ( |
) |
Transferring reserves | - | 3,290,793 | (3,290,793 | ) | - |
Balance at 31 December 2023 |
Changes in equity |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2024 |
Adam Bailey Limited (Registered number: 06322549) |
Notes to the Financial Statements |
for the Year Ended 31 December 2024 |
1. | STATUTORY INFORMATION |
Adam Bailey Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of paragraph 3.17(d); |
• | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); |
• | the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A; |
• | the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23; |
• | the requirements of paragraphs 29.28(b) and 29.29; |
• | the requirement of paragraph 33.7; |
• | the requirements of paragraph 24(b) of IFRS 6. |
Preparation of consolidated financial statements |
The financial statements contain information about Adam Bailey Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Wiltshire Motor Company Limited, Bumpers Way, Bumpers Farm, Chippenham, England, SN14 6LF. |
Goodwill |
Goodwill represents the difference between the amounts paid on the cost of a business combination and the acquirers interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the statement of comprehensive income over its useful economic life. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Adam Bailey Limited (Registered number: 06322549) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
3. | EMPLOYEES AND DIRECTORS |
2024 | 2023 |
£ | £ |
Wages and salaries |
Social security costs |
The average number of employees during the year was as follows: |
2024 | 2023 |
Directors |
2024 | 2023 |
£ | £ |
Directors' remuneration |
4. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2024 | 2023 |
£ | £ |
Bank loan interest |
5. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
Tax effects relating to effects of other comprehensive income |
There were no tax effects for the year ended 31 December 2024. |
2023 |
Gross | Tax | Net |
£ | £ | £ |
Deferred tax released on revaluation | - | 672,204 |
6. | DIVIDENDS |
2024 | 2023 |
£ | £ |
Ordinary Shares shares of 1 each |
Interim |
7. | INTANGIBLE FIXED ASSETS |
Goodwill |
£ |
COST |
At 1 January 2024 |
and 31 December 2024 |
AMORTISATION |
At 1 January 2024 |
and 31 December 2024 |
NET BOOK VALUE |
At 31 December 2024 |
At 31 December 2023 |
Adam Bailey Limited (Registered number: 06322549) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
8. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 January 2024 |
and 31 December 2024 |
NET BOOK VALUE |
At 31 December 2024 |
At 31 December 2023 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: |
Nature of business: |
% |
Class of shares: | holding |
2024 | 2023 |
£ | £ |
Aggregate capital and reserves |
Profit/(loss) for the year | ( |
) |
Registered office: |
Nature of business: |
% |
Class of shares: | holding |
2024 | 2023 |
£ | £ |
Aggregate capital and reserves |
The registered office for all group undertakings is Chippenham Motor Company, Bumpers Way, Chippenham, Wiltshire, SN14 6LF. |
Malmesbury Road Garage Limited was dormant in the financial year. |
9. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Other debtors |
10. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Amounts owed to group undertakings |
11. | CALLED UP SHARE CAPITAL |
Allotted and issued: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Share capital 1 | 1 | 100 | 100 |
Adam Bailey Limited (Registered number: 06322549) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
12. | RESERVES |
Retained |
earnings |
£ |
At 1 January 2024 |
Profit for the year |
Dividends | ( |
) |
At 31 December 2024 |