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Registered number: 02276251













 
THE RH GROUP LTD
ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024




































Page Kirk LLP
Chartered Accountants and Statutory Auditors
Sherwood House
7 Gregory Boulevard
Nottingham
NG7 6LB


 
THE RH GROUP LTD
 


CONTENTS



Page
Company Information
1
Group Strategic Report
2 - 6
Directors' Report
7 - 9
Directors' Responsibilities Statement
10
Independent Auditors' Report
11 - 14
Consolidated Profit and Loss Account
15
Consolidated Balance Sheet
16 - 17
Company Balance Sheet
18 - 19
Consolidated Statement of Changes in Equity
20
Company Statement of Changes in Equity
21
Consolidated Statement of Cash Flows
22 - 23
Consolidated Analysis of Net Debt
24
Notes to the Financial Statements
25 - 51



 
THE RH GROUP LTD
 

 
COMPANY INFORMATION


Directors
Mr Neville A Baxter 
Mr Nigel A Baxter 
Mr Peter J Baxter 




Company secretary
Mr Nigel A Baxter



Registered number
02276251



Registered office
Birkbeck House
Colliers Way

Nottingham

NG8 6AT




Independent auditors
Page Kirk LLP
Chartered Accountants and Statutory Auditors

Sherwood House

7 Gregory Boulevard

Nottingham

NG7 6LB




Page 1


 
THE RH GROUP LTD
 

 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The Directors, in preparing this Strategic Report, have complied with s414C of the Companies Act 2006.

Business review
 
The Groups principal activities are that of commercial vehicle sales, service, and repair, additionally the contract hire and rental of commercial vehicles and other assets.
The RH Group Ltd is also active in the development of industrial property and commercial office letting.
2024 conspired to be a particularly challenging year for the commercial vehicle business, RH Commercial Vehicles. Following on from the last quarter of the prior year, the group saw weakened demand for MHD (medium heavy duty) trucks and the forward order book as the group entered the year was somewhat less than the directors had both hoped and not consistent with the years immediately following the covid epidemic in 2020.
Additionally, those assets ordered for customers, landed in late 2023 and in early 2024 presented further challenges because of body builder delays, and in a few cases, end users’ procrastination in adopting completed assets, itself a further symptom of weaker demand. Consequently, the group incurred additional stock plan interest costs at the peak of the interest rate cycle, adding considerably to borrowing costs in the period. Although the RH Group were able to pass these charges on in some instances, this was not the case with the majority.
Although negotiations commenced early in 2023, the group were bound by a confidentiality agreement which precluded prior announcing this acquisition, the RH Group concluded the purchase of the Coventry distributorship from Renault Trucks Commercials Ltd. This completed on the 31st of October 2024 and brings the number of operational sites to seven, making the RH Group one of the leading Renault Truck distributors in the UK, with a substantive area of operation across the East and into the West Midlands.
The acquisition included the freehold of the property in Coventry (Nuneaton), which is a very impressive and purpose-built site, adding to The RH Groups property portfolio.
Throughout the year, despite the challenges, the directors continued to invest in all the operational sites, with upgrades to the Leicester facilities, and completion of the Northampton redevelopment.
The directors' strategy continues to be that of investment, as such in this current year they have projects ongoing in Alfreton and shortly to commence in Peterborough.
RH Rentals enjoyed a better year, and although not perhaps at the pace the directors would have liked, the company started to rebuild the number of assets in the contract hire fleet, again although the company is someway below the peak of 2022, it is approaching four hundred assets on rent.
In RH Group, in addition to the acquisition of the Coventry (Nuneaton) property the key transaction of the year was the sale of Carlton Road Development Ltd, of which the group held a 67% shareholding. The disposal ended the directors' interest in the development land off Carlton Road, Nottingham, but yielded a significant return on original investment. This has contributed significantly to the consolidated result for the year.
In summary, 2024 was a most challenging year, certainly the management team had to work hard throughout, and although the overall result is pleasing, it is tinged with disappointment at an operational level in RH Commercial Vehicles.

Page 2


 
THE RH GROUP LTD
 


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

However, at the time of drafting this report, this current year has proven to be thus far hugely better, and certainly the directors are delighted by performance operationally both in RH Commercial Vehicles and RH Rentals. The directors have secured a number of significant orders for new trucks, and the new operation as exceeded early expectations, alongside strong performances across the business.
That said, like most businesses, the group are now feeling the impact of increased costs, not least employer National Insurance contributions, a well-documented issue of course, these are partially offset by reduced finance costs because of interest rate cuts, and it would seem that generally sentiment within the customer base is that of concern in terms of outlook, being a combination of UK government policy, and general turbulence in the wider world, and its likely impact on the UK, not least oil pricing and its impact of road fuel pricing, which is inevitably impacts significantly the customer bases' financial performance.
The directors very much hope, that when they report the 2025 accounts, this strong start has been maintained throughout the year.

Key performance indicators (KPI's)

The Directors consider earnings before interest, taxation and depreciation (EBITDA) to be the core KPI of the business.

2024
2023
      £000
      £000
Profit before tax

3,064

1,505
 
Interest payable

2,052

1,447
 
Interest receivable

(1)

(5)
 
Depreciation and amortisation

5,049

5,418
 
Profit on disposal of subsidiary


(2,442)

-
 
EBITDA

7,722

8,365
 

Other key performance indicators
 
Aside from financial KPIs the business monitors a number of operational KPIs such as the number of vehicles sold, recovery rate and parts purchases.

Page 3


 
THE RH GROUP LTD
 


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties
 
The management of the business and the execution of the Group's strategy are subject to a number of risks. The key business risks and uncertainties affecting the Group are considered to relate to competition from other companies operating in the same market. The Group manages risk by providing excellent service and maintaining strong relationships with both customers and suppliers.
Financial risk management, objectives and policies
The Group's activities expose it to a number of financial risks relating to credit risk, cash flow risk and liquidity risk. The Group does not use derivative financial instruments.
Credit risk
The Group's principal financial assets are bank balances and cash, trade and other debtors. The Group's credit risk is primarily attributable to its trade debtors. The amounts presented in the Group's Statement of Financial Position are net of allowances for doubtful debts. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. The Group has no significant concentration of credit risk, with exposure spread over a large number of counter parties and customers.
Cash flow risk
Cash flow risk is the risk exposure to variability in cash flows that is attributable to a particular risk associated with acquisition of capital assets through short term borrowings such as repayment and interest payment on short term borrowings.
Liquidity risk
In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the Group uses a mixture of external borrowings and cash flows generated from within the Group.

Page 4


 
THE RH GROUP LTD
 


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Section 172 (1) statement
 
The Directors of the Group, as those of all UK Companies, must act in accordance with a set of general duties. These duties are detailed in section 172 (1) of the UK Companies Act 2006 which can be summarised as follows; "a director of a company must act in a way they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its shareholders as a whole, and in doing so have regard (amongst other matters) to:
• the likely consequences of any decisions in the long term
• the interest of the Group's employees
• the need to foster the Group's business relationship with suppliers, customers and others
• the impact of the Group's operations on the community and the environment
• the desirability of the Group maintaining a reputation for high standards of business conduct and
• the need to act fairly between shareholders of the Group
It is important to recognise that in an organisation of this size, some of the Directors duties are fulfilled through policies and governance which delegate day to day decision making to employees of the Group. The following paragraphs summarise how the Directors fulfil their duties:
Our strategy and consideration of consequences of decisions for the long term
As Directors of the Group we provide overall risk oversight, with a focus on the most significant risks facing the Group. In addition, we are responsible for ensuring overall crisis management and business continuity plans are in place. Together with partners and senior management, we frequently discuss the Group's business strategy, operations, policies, controls and risks.
Our values and culture
The RH Group is committed to conducting its business consistently with the highest standards of business ethics. We have an obligation to our employees, shareholders, customers, suppliers, partners, and other business contacts to be honest, fair and forthright in all our business activities.
Our employees
We recognise the importance of good communications and relationships with employees. We continue to encourage and increase employee participation and involvement in matters which affect their interests. We provide updates to employees on developments within the Group on a regular basis. We celebrate success and share good practice as we strive to be a regional employer of choice.
Business relationships
Our diverse, global customer, partner and supplier base includes some of the largest blue-chip multinationals in the road transport sector. We value our customers and suppliers and have long term relationships in place. We have dedicated customer and supplier account managers who safeguard the interests of ourselves, our" customers and our suppliers. As a Group we consciously endeavour to purchase from regional suppliers, with the intention of contributing to strengthening the local economy.
Community and environment
We are committed to the protection of the environment, using our environment management system to ensure compliance with legislation and regulations, and to help achieve our objectives for improvement in environmental performance. This includes reducing waste by increased recycling and reuse where possible and transitioning to electric and hybrid vehicles in the company fleet. We are a partner with a network of dealers committed to helping the transport industry and our customers through energy transition and decarbonisation strategies to lower their environmental impact.

Page 5


 
THE RH GROUP LTD
 


GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


This report was approved by the board on 25 July 2025 and signed on its behalf.



................................................
Mr Nigel A Baxter
Director

Page 6


 
THE RH GROUP LTD
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Results and dividends

The profit for the year, after taxation and minority interests, amounted to £3,863k (2023 - £11k).

Directors

The directors who served during the year were:

Mr Neville A Baxter 
Mr Nigel A Baxter 
Mr Peter J Baxter 

Going concern and future developments

The Directors have assessed going concern from the perspective of The RH Group and associated companies, shared resource, and linked funding.
2024 was a challenging year for RH Commercial Vehicles, as reported during 2023 the order pipeline for delivery and registration in 2024 was somewhat lower than the directors would have expected and inevitably this impacted on the final position in this regard. By way of explanation, a combination of manufacturer lead times, now close to five months from order, and then further preparation, the addition of vehicle bodies and other fitments can add a further number of months depending on complexity and available body builder capacity. As such, from order to delivery anything up to ten months is considered normal. 
As such, orders placed after March in 2024, in some cases, become registrations in this year, 2025, and so on. As such, the reduced pipeline built in 2023 impacted financial performance in both revenue and consequently manufacturer registration bonus terms.
Additionally, weak demand from some customers meant that vehicles held on stock-plan facilities were maintained for extended periods, attracting interest costs at the peak of the cycle, and whilst some of these costs were passed to end users where the group had agreement, most were not, as such these costs had a significant impact on profitability.
Through significant effort, the directors managed to reduce our held stock value since the year end, and some relief through interest rate reductions means that this problem is significantly reduced in the 2025 year.
A much-improved order and registration pipeline looks promising in 2025, and the directors expect to meet registration targets and as such unlock bonus potential.
In the group's aftersales operations, workshop throughput has been consistent throughout the year to date, and the group has continued to meet its own budgets, alongside manufacturer led targets, it has been pleasing to see the newly acquired Coventry operation perform better than anticipated and improvements in the sites in Newark and Peterborough.
As such, the directors fully expect to report a return to expected levels of profitability in 2025.

Page 7


 
THE RH GROUP LTD
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Carbon reporting

The Companies Act 2006 (Strategic Report and Directors Report) Regulations 2018 requires The RH Group to disclose annual UK energy consumption and Greenhouse Gas (GHG) emissions from SECR regulated sources.
Energy and GH emissions are reported from buildings and transport where operational control is held – this includes natural gas, electricity and fuel consumed, and group owned or leased vehicles.
The tables below details the SECR energy and GHG emissions for the reporting period 2024.

Consumption

Unit
2024
Activity

Purchased Energy

tCO2e

93.8

Water

tCO2e

4.68

Company and leased cars

tCO2e

192.028

Rail

km

-

Business flights

km

-

Paper

Tonnes

8

Waste Generated in Operations

tCO2e

231





Emissions

Unit
2024
Scope

Scope 1

tCO2e

224

Scope 2

tCO2e

90

Scope 3

tCO2e

231





Sub Total

tCO2e

545

Renewable Sources Electricity

46%

-47





Totals



498

Intensity Metric

total SECR emissions tCO2e/£m turnover

13


Page 8


 
THE RH GROUP LTD
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Economic impact of global events

UK businesses continue to face challenging conditions, in part as a result of UK Government policies, recent changes to employer NIC (national insurance contributions) have added significantly to the group's employment costs and will inevitably impact on the group's overall profitability alongside proposed changes to employment legislation and wider taxation initiatives.
In addition, global events continue to colour business sentiment, with specific concerns around oil prices, as the  group's customer base is transport focused, fuel remains a key cost effecting their own profitability, and thus outlook including investment in new and used vehicles, in turn inevitably potentially reflecting on the RH Group's financial performance. 
However, the directors have carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and have concluded that these are non-adjusting events with the greatest impact on the business expected to be from the economic ripple effect on the global economy. The directors have taken account of these potential impacts in their going concern assessment.
The RH Group Limited continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

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

This report was approved by the board on 25 July 2025 and signed on its behalf.
 





................................................
Mr Nigel A Baxter
Director

Page 9


 
THE RH GROUP LTD
 

 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 10


 
THE RH GROUP LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE RH GROUP LTD
FOR THE YEAR ENDED 31 DECEMBER 2024 

Opinion


We have audited the financial statements of The RH Group Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated Profit and Loss Account, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Page 11


 
THE RH GROUP LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE RH GROUP LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 10, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 12


 
THE RH GROUP LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE RH GROUP LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the legal and regulatory frameworks within which the company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006, taxation legislation and money laundering regulations.
We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be the override of controls by management and the understatement of revenue.
Our audit procedures to respond to these risks included:
• Enquiries of management about their own identification and assessment of the risks of irregularities.
• Sample testing on the posting of journals.
• Reviewing regulatory correspondence and professional fees.
• Detailed substantive testing on the completeness of income.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations.


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


Page 13


 
THE RH GROUP LTD
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE RH GROUP LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





John Wallis FCA (Senior Statutory Auditor)
  
for and on behalf of
Page Kirk LLP
 
Chartered Accountants and Statutory Auditors
  
Sherwood House
7 Gregory Boulevard
Nottingham
NG7 6LB

25 July 2025
Page 14


 
THE RH GROUP LTD
 

 
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
63,299
64,896

Cost of sales
  
(48,528)
(49,971)

Gross profit
  
14,771
14,925

Administrative expenses
  
(12,252)
(11,978)

Operating profit
 5 
2,519
2,947

Profit on disposal of subsidiaries
  
2,596
-

Interest receivable and similar income
  
1
5

Interest payable and similar expenses
 10 
(2,052)
(1,447)

Profit before tax
  
3,064
1,505

Tax on profit
 11 
917
(1,537)

Profit/(loss) for the financial year
  
3,981
(32)

Profit/(loss) for the year attributable to:
  

Non-controlling interests
  
118
(43)

Owners of the parent
  
3,863
11

  
3,981
(32)

The notes on pages 25 to 51 form part of these financial statements.

Page 15


 
THE RH GROUP LTD
REGISTERED NUMBER:02276251


CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2024
2023
2023
Note
£000
£000
£000
£000

Fixed assets
  

Intangible assets
 12 
1,034
86

Tangible assets
 13 
26,397
22,068

Investment property
 15 
3,105
3,360

  
30,536
25,514

Current assets
  

Stocks
 16 
19,617
19,292

Debtors: amounts falling due within one year
 17 
10,875
6,955

Cash at bank and in hand
 18 
425
57

  
30,917
26,304

Creditors: amounts falling due within one year
 19 
(35,598)
(30,607)

Net current liabilities
  
 
 
(4,681)
 
 
(4,303)

Total assets less current liabilities
  
25,855
21,211

Creditors: amounts falling due after more than one year
 20 
(13,388)
(11,875)

Provisions for liabilities
  

Deferred taxation
 24 
(1,352)
(2,255)

  
 
 
(1,352)
 
 
(2,255)

Net assets excluding pension asset
  
11,115
7,081

Net assets
  
11,115
7,081


Capital and reserves
  

Called up share capital 
 25 
1,000
1,000

Profit and loss account
  
9,484
5,621

Equity attributable to owners of the parent Company
  
10,484
6,621

Non-controlling interests
  
631
460

  
11,115
7,081


Page 16


 
THE RH GROUP LTD
REGISTERED NUMBER:02276251

    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 July 2025.




................................................
Mr Nigel A Baxter
Director

The notes on pages 25 to 51 form part of these financial statements.

Page 17


 
THE RH GROUP LTD
REGISTERED NUMBER:02276251


COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2024
2023
2023
Note
£000
£000
£000
£000

Fixed assets
  

Tangible assets
 13 
5,858
2,470

Investments
 14 
801
808

Investment Property
 15 
3,280
3,535

  
9,939
6,813

Current assets
  

Debtors: amounts falling due within one year
 17 
1,570
1,427

Cash at bank and in hand
 18 
425
-

  
1,995
1,427

Creditors: amounts falling due within one year
 19 
(2,514)
(3,897)

Net current liabilities
  
 
 
(519)
 
 
(2,470)

Total assets less current liabilities
  
9,420
4,343

  

Creditors: amounts falling due after more than one year
 20 
(3,327)
(992)

Provisions for liabilities
  

Deferred taxation
 24 
-
(4)

  
 
 
-
 
 
(4)

Net assets excluding pension asset
  
6,093
3,347

Net assets
  
6,093
3,347


Capital and reserves
  

Called up share capital 
 25 
1,000
1,000

Profit and loss account
  
5,093
2,347

  
6,093
3,347


Page 18


 
THE RH GROUP LTD
REGISTERED NUMBER:02276251

    
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 July 2025.


................................................
Mr Nigel A Baxter
Director

The notes on pages 25 to 51 form part of these financial statements.

Page 19


 
THE RH GROUP LTD
 


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


Called up share capital
Profit and loss account
Non-controlling interests
Total equity

£000
£000
£000
£000

At 1 January 2024
1,000
5,621
460
7,081



Profit for the year
-
3,863
118
3,981

Disposal of investment
-
-
53
53


At 31 December 2024
1,000
9,484
631
11,115


The notes on pages 25 to 51 form part of these financial statements.


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


Called up share capital
Profit and loss account
Non-controlling interests
Total equity

£000
£000
£000
£000

At 1 January 2023
1,000
5,610
503
7,113



Loss for the year
-
11
(43)
(32)


At 31 December 2023
1,000
5,621
460
7,081


The notes on pages 25 to 51 form part of these financial statements.

Page 20


 
THE RH GROUP LTD
 


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


Called up share capital
Profit and loss account
Total equity

£000
£000
£000

At 1 January 2024
1,000
2,347
3,347



Profit for the year
-
2,746
2,746


At 31 December 2024
1,000
5,093
6,093


The notes on pages 25 to 51 form part of these financial statements.


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


Called up share capital
Profit and loss account
Total equity

£000
£000
£000

At 1 January 2023
1,000
1,989
2,989



Profit for the year
-
358
358


At 31 December 2023
1,000
2,347
3,347


The notes on pages 25 to 51 form part of these financial statements.

Page 21


 
THE RH GROUP LTD
 


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

2024
2023
£000
£000

Cash flows from operating activities

Profit for the financial year
3,981
(32)

Adjustments for:

Amortisation of intangible assets
52
43

Depreciation of tangible assets
4,997
5,375

Impairments of fixed assets
-
(65)

Loss on disposal of tangible assets
(107)
(270)

Interest paid
2,052
1,447

Interest received
(1)
(5)

Taxation charge
(917)
1,537

(Increase) in stocks
(1,448)
(5,985)

(Increase)/decrease in debtors
(3,717)
54

(Increase) in amounts owed by related parties
(251)
(454)

Increase in creditors
5,088
4,763

Profit on sale of subsidiaries
(2,596)
-

Corporation tax received/(paid)
101
(359)

Net cash generated from operating activities

7,234
6,049


Cash flows from investing activities

Purchase of intangible fixed assets
(1,000)
-

Purchase of tangible fixed assets
(11,739)
(7,549)

Sale of tangible fixed assets
2,520
3,132

Sale of investment properties
255
-

Sale of fixed asset investments
2,488
-

Interest received
1
5

HP interest paid
(817)
(791)

Net cash from investing activities

(8,292)
(5,203)

Cash flows from financing activities

New secured loans
1,742
-

Repayment of loans
-
(447)

Repayment of/new finance leases
(241)
(1,132)

Interest paid
(1,235)
(656)

Net cash used in financing activities
266
(2,235)
Page 22


 
THE RH GROUP LTD
 


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


2024
2023

£000
£000



Net (decrease) in cash and cash equivalents
(792)
(1,389)

Cash and cash equivalents at beginning of year
(1,287)
102

Cash and cash equivalents at the end of year
(2,079)
(1,287)


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
425
57

Bank overdrafts
(2,504)
(1,344)

(2,079)
(1,287)


The notes on pages 25 to 51 form part of these financial statements.

Page 23


 
THE RH GROUP LTD
 


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






At 1 January 2024
Cash flows
Acquisition and disposal of subsidiaries
New finance leases
At 31 December 2024
£000

£000

£000

£000

£000

Cash at bank and in hand

57

(2,120)

2,488

-

425

Bank overdrafts

(1,344)

(1,160)

-

-

(2,504)

Debt due after 1 year

(1,388)

(1,939)

-

-

(3,327)

Debt due within 1 year

(396)

247

-

-

(149)

Finance leases

(15,525)

8,375

-

(8,134)

(15,284)


(18,596)
3,403
2,488
(8,134)
(20,839)

The notes on pages 25 to 51 form part of these financial statements.

Page 24


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

The company is a private company limited by share capital, incorporated in England.
The address of its registered office is:
Birkbeck House
Colliers Way
Nottingham
England
NG8 6AT
These financial statements were authorised for issue by the Board on 7 August 2024.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

The financial statements are presented in Sterling (£) which is the functional currency of the company.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

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

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Profit and Loss Account from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 25


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.3

Going concern

The Directors have assessed going concern from the perspective of The RH Group and associated companies, shared resource, and linked funding and consider the group to be a going concern.
2024 was a challenging year for RH Commercial Vehicles, as reported during 2023 the order pipeline for delivery and registration in 2024 was somewhat lower than the directors would have expected and inevitably this impacted on the final position in this regard. By way of explanation, a combination of manufacturer lead times, now close to five months from order, and then further preparation, the addition of vehicle bodies and other fitments can add a further number of months depending on complexity and available body builder capacity. As such, from order to delivery anything up to ten months is considered normal. 
As such, orders placed after March in 2024, in some cases, become registrations in this year, 2025, and so on. As such, the reduced pipeline built in 2023 impacted financial performance in both revenue and consequently manufacturer registration bonus terms.
Additionally, weak demand from some customers meant that vehicles held on stock-plan facilities were maintained for extended periods, attracting interest costs at the peak of the cycle, and whilst some of these costs were passed to end users where the group had agreement, most were not, as such these costs had a significant impact on profitability.
Through significant effort, the directors managed to reduce our held stock value since the year end, and some relief through interest rate reductions means that this problem is significantly reduced in the 2025 year.
A much-improved order and registration pipeline looks promising in 2025, and the directors expect to meet registration targets and as such unlock bonus potential.
In the group's aftersales operations, workshop throughput has been consistent throughout the year to date, and the group has continued to meet its own budgets, alongside manufacturer led targets, it has been pleasing to see the newly acquired Coventry operation perform better than anticipated and improvements in the sites in Newark and Peterborough.
As such, the directors fully expect to report a return to expected levels of profitability in 2025.

Page 26


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

The Company policy in regard to the sale of vehicles is that the revenue is recognised upon production of the sales invoice to the buyer. The payment of that invoice and delivery of the purchased vehicle usually follow within a short timescale, often within a week, the Directors therefore feel that this is a suitable revenue recognition policy.

 
2.5

Operating leases: the Group as lessee

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

 
2.6

Operating leases

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 27


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.9

Current and deferred taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


Page 28


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share 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 Consolidated Profit and Loss Account over its useful economic life, which is 10 years.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Freehold property
-
50
years
Long-term leasehold property
-
50
years
Short-term leasehold property
-
50
years
Plant and machinery
-
3
- 10 years
Motor vehicles
-
3
- 10 years
Fixtures and fittings
-
3
- 10 years
Commercial vehicles
-
3
- 10 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.12

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

Page 29


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for
Page 30


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.18
Financial instruments (continued)

impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic financial liabilities

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

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

Page 31


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, which are described in note 2, management is required to make judgements, estimates and assumptions about the carrying values· of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised 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.
The Directors have not identified any critical judgements in preparing these financial statements.
The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below:
Valuation of investments - Investment property
Estimations have been made with regards to the carrying value of the investment properties which are held at market value. The Directors have sought expert valuations from a valuation firm to assist with these key estimations. Further details are disclosed in note 15.
Useful economic life of tangible fixed assets
Residual values are estimated for commercial vehicles held as fixed assets. The Directors use available market data, history of recoverable values and their judgement in making these estimates.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£000
£000

Commercial and residential property
365
678

Vehicle sales and services
54,359
56,643

Vehicle rental
8,575
7,575

63,299
64,896


Analysis of turnover by country of destination:

2024
2023
£000
£000

United Kingdom
63,299
64,896

63,299
64,896


Page 32


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Operating profit

The operating profit is stated after charging:

2024
2023
£000
£000

Depreciation of tangible fixed assets
4,997
5,375

Amortisation
52
43

Profit on disposal
(107)
(270)

Other operating lease rentals
1,024
884


6.


Auditors' remuneration

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


2024
2023
£000
£000

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
28
26


7.


Employees

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


Group
Group
2024
2023
£000
£000


Wages and salaries
7,232
6,394

Social security costs
773
689

Cost of defined contribution scheme
156
129

8,161
7,212


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


        2024
        2023
            No.
            No.







Office and management
66
60



Technicians
105
98

171
158

Page 33


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

8.


Directors' remuneration

2024
2023
£000
£000

Directors' emoluments
423
414

Group contributions to defined contribution pension schemes
15
14

438
428


During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £213 thousand (2023 - £209 thousand).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £8 thousand (2023 - £7 thousand).


9.


Interest receivable

2024
2023
£000
£000


Interest received on loans
1
5

1
5


10.


Interest payable and similar expenses

2024
2023
£000
£000


Bank interest payable
190
154

Other loan interest payable
1,045
502

Finance leases and hire purchase contracts
817
791

2,052
1,447

Page 34


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Taxation


2024
2023
£000
£000

Corporation tax


Current tax on profits for the year
-
61

Adjustments in respect of previous periods
(14)
(54)


(14)
7


Total current tax
(14)
7

Deferred tax


Origination and reversal of timing differences
183
808

Adjustment in respect of previous periods
(1,086)
375

Remeasurement of deferred tax for changes in tax rates
-
347

Total deferred tax
(903)
1,530


Taxation on (loss)/profit on ordinary activities
(917)
1,537
Page 35


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is the same as (2023 - the same as) the standard rate of corporation tax in the UK of 25% (2023 - 23.52%) as set out below:
Origination and reversal of timing differences reflects the company policy of moving away from assets held on finance leases to direct ownership.
Remeasurement of deferred tax for changes in tax rates reflects the increase in corporation tax rate from 19% to 25%

2024
2023
£000
£000


Profit on ordinary activities before tax
3,064
1,466


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%)
766
357

Effects of:


Expenses not deductible for tax purposes
3
47

Capital allowances for year in excess of depreciation
(287)
(472)

Adjustments to tax charge in respect of prior periods
(14)
(46)

Adjustments to tax charge in respect of prior periods - deferred tax
(1,086)
375

Arising from origination and reversal of timing differences
183
808

Remeasurement of deferred tax for changes in tax rates
-
347

Other differences
(639)
(65)

Effect of tax losses
157
186

Total tax charge for the year
(917)
1,537

Page 36


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

12.


Intangible assets

Group and Company





Goodwill

£000



Cost


At 1 January 2024
675


Additions
1,000



At 31 December 2024

1,675



Amortisation


At 1 January 2024
589


Charge for the year on owned assets
52



At 31 December 2024

641



Net book value



At 31 December 2024
1,034



At 31 December 2023
86



Page 37


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Tangible fixed assets

Group






Freehold property
Long-term leasehold property
Short-term leasehold property
Plant and machinery
Motor vehicles

£000
£000
£000
£000
£000



Cost or valuation


At 1 January 2024
400
2,268
400
1,429
732


Additions
3,434
-
-
141
731


Disposals
-
-
-
-
(354)



At 31 December 2024

3,834
2,268
400
1,570
1,109



Depreciation


At 1 January 2024
33
180
46
434
427


Charge for the year on owned assets
16
46
-
79
213


Disposals
-
-
-
-
(233)



At 31 December 2024

49
226
46
513
407



Net book value



At 31 December 2024
3,785
2,042
354
1,057
702



At 31 December 2023
367
2,088
354
995
305
Page 38


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

           13.Tangible fixed assets (continued)


Fixtures and fittings
Assets under construction
Commercial Vehicles
Total

£000
£000
£000
£000



Cost or valuation


At 1 January 2024
2,190
-
30,737
38,156


Additions
869
53
6,511
11,739


Disposals
-
(37)
(7,080)
(7,471)



At 31 December 2024

3,059
16
30,168
42,424



Depreciation


At 1 January 2024
523
-
14,445
16,088


Charge for the year on owned assets
306
-
4,337
4,997


Disposals
-
-
(4,825)
(5,058)



At 31 December 2024

829
-
13,957
16,027



Net book value



At 31 December 2024
2,230
16
16,211
26,397



At 31 December 2023
1,667
-
16,292
22,068




The net book value of land and buildings may be further analysed as follows:


2024
2023
£000
£000

Freehold
3,785
367

Long leasehold
2,042
2,088

Short leasehold
354
354

6,181
2,809


Page 39


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

           13.Tangible fixed assets (continued)


Company






Freehold property
Long-term leasehold property
Plant and machinery
Assets under construction
Total

£000
£000
£000
£000
£000

Cost or valuation


At 1 January 2024
400
2,268
68
-
2,736


Additions
3,434
-
-
53
3,487


Disposals
-
-
-
(37)
(37)



At 31 December 2024

3,834
2,268
68
16
6,186



Depreciation


At 1 January 2024
33
180
53
-
266


Charge for the year on owned assets
16
46
-
-
62



At 31 December 2024

49
226
53
-
328



Net book value



At 31 December 2024
3,785
2,042
15
16
5,858



At 31 December 2023
367
2,088
15
-
2,470





The net book value of land and buildings may be further analysed as follows:


2024
2023
£000
£000

Freehold
3,785
367

Long leasehold
2,042
2,088

5,827
2,455


Page 40


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Fixed asset investments

Company





Investments in subsidiary companies

£000



Cost or valuation


At 1 January 2024
808


Disposals
(7)



At 31 December 2024
801





Subsidiary undertakings


The following were subsidiary undertakings at 31 December 2024:

Name

Principal activity

Class of shares

Holding

R.H. Commercial Vehicles Limited
Commercial vehicles sales and maintenance and repairs.
Ordinary
90%
RH Rentals Ltd
The rental and contract hire of commercial vehicles.
Ordinary
90%

The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings was as follows:

Name
Profit/(loss)
£000

R.H. Commercial Vehicles Limited
(431)

RH Rentals Ltd
1,655

Carlton Road Development Limited was disposed of in the year. A gain of £2,442k was recognised on disposal of the company's investment.

Page 41


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Investment property

Group


Freehold investment property

£000



Valuation


At 1 January 2024
3,360


Disposals
(255)



At 31 December 2024
3,105

Freehold properties were valued in June 2023, based on an exercise carried out by FHP, an independent surveyor, having an appropriate recognised qualification and recent experience in the location and class of property being valued.



If the Investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

2024
2023
£000
£000


Historic cost
2,836
3,190

Company





Freehold investment property

£000



Valuation


At 1 January 2024
3,535


Disposals
(255)



At 31 December 2024
3,280

Freehold properties were valued in June 2023, based on an exercise carried out by FHP, an independent surveyor, having an appropriate recognised qualification and recent experience in the location and class of property being valued.

2024
2023
£000
£000



Historic cost
2,836
3,190

Page 42


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Stocks

Group
Group
2024
2023
£000
£000

Vehicle parts
2,885
2,374

Work in progress
224
1,280

Vehicles
16,508
15,638

19,617
19,292


Some vehicle parts are held under consignment at certain premises, title of which is held by R.H. Commercial Vehicles Limited until such time as payment is received in full.
Contractual arrangements are in place which ensures this stock is held separately to the clients' own stock, and secured at all times. This arrangement also covers stock cleansing, permissions and restrictions, payment terms, and the replenishment of the stock R.H. Commercial Vehicles Limited has an exclusivity clause with all consignment stock.
There is no material difference between the balance sheet value of stock and the replacement cost.

Page 43


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000


Trade debtors
8,572
5,057
290
31

Amounts owed by group undertakings
-
-
463
820

Amounts owed by related party
792
541
792
541

Other debtors
1,320
1,178
-
18

Prepayments and accrued income
191
179
25
17

10,875
6,955
1,570
1,427


Amounts owed by group undertakings are unsecured and repayable on demand.


18.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Cash at bank and in hand
425
57
425
-

Less: bank overdrafts
(2,504)
(1,344)
-
(331)

(2,079)
(1,287)
425
(331)


Page 44


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Bank overdrafts
2,504
1,344
-
331

Bank loans
149
396
149
146

Trade creditors
11,366
6,772
43
32

Amounts owed to group undertakings
-
-
-
753

Corporation tax
95
61
60
61

Other taxation and social security
295
315
66
34

Obligations under finance lease and hire purchase contracts
5,223
5,038
-
-

Other creditors
14,669
14,986
1,972
2,320

Accruals and deferred income
1,297
1,695
224
220

35,598
30,607
2,514
3,897


Finance leases are secured over the assets to which they relate. Bank borrowing is secured by a fixed and floating charge over the assets of the group, supported by a company cross guarantee.
Amounts owed to group undertakings are unsecured and repayable on demand.


20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Bank loans (note 21)
3,327
1,388
3,327
992

Net obligations under finance leases and hire purchase contracts
10,061
10,487
-
-

13,388
11,875
3,327
992


Finance leases are secured over the assets to which they relate. Bank borrowing is secured by a fixed and floating charge over the assets of the group, supported by a company cross guarantee.

Page 45


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

21.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Amounts falling due within one year

Bank loans
149
396
149
146


149
396
149
146

Amounts falling due 1-5 years

Bank loans
3,327
1,388
3,327
992


3,327
1,388
3,327
992



3,476
1,784
3,476
1,138


The terms of repayment can vary from 36 - 60 months depending on the nature of the loan, however all such loans are on a fixed interest basis.


22.


Finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£000
£000

Within one year
5,223
5,038

Between 1-5 years
10,061
10,487

15,284
15,525

Page 46


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

23.


Financial instruments

Group
Group
2024
2023
£000
£000

Categorisation of financial instruments

Financial assets that are debt instruments measured at amortised cost
11,109
6,833

Financial liabilities measured at amortised cost
33,274
26,551

44,383
33,384



Items of income, expenses, gains or losses
The total interest income for financial assets not measured at fair value through profit or loss is £1,000 (2023 - £5,000).
The total interest income for financial assets measured at fair value through profit or loss is £2,052,000 (2023 - £1,447,000).


24.


Deferred taxation


Group



2024
2023


£000

£000






At beginning of year
(2,255)
(726)


Charged to profit or loss
903
(1,529)



At end of year
(1,352)
(2,255)

Page 47


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
24.Deferred taxation (continued)

Company


2024
2023


£000

£000






At beginning of year
(4)
-


Charged to profit or loss
4
(4)



At end of year
-
(4)
Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Accelerated capital allowances
(1,485)
(2,255)
-
(4)

Tax losses carried forward
133
-
-
-

(1,352)
(2,255)
-
(4)


25.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



999,999 Ordinary shares of £1 each
1,000
1,000



26.


Charges

The following were outstanding at the year end:
• A charge with Barclays Bank PLC created on 31 October 2024 contains a fixed charge and negative pledge over the freehold property being Burlington Road, Bemuda Industrial Estate, Nuneaton, CV10 7QR. 
• A charge with Barclays Bank PLC created on 2 November 2018 contains a fixed charge and negative pledge over the leasehold property being 8 Dabell Avenue, Blenheim Industrial Estate, Nottingham, NG6 8WA.
• A charge with Mr Frank Litchfield created on 10 May 2018 over Allegro Transport Limited, Birchwood Way, Somercotes Alfreton, Derbyshire, DE55 4QQ.
• A charge with HSBC Asset Finance (UK) Ltd and HSBC Equipment Finance (UK) Ltd created on 9 February 2017 contains a fixed charge and negative pledge over all the collections account in RH Rentals Limited.
• A charge with Bmbf (No.24) Limited created on 12 April 2016 contains a fixed charge and negative pledge over all items let to RH Rentals Limited under a principal agreement.
Page 48


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

• A charge with Barclays Bank PLC created on 31 March 2016 contains a fixed and floating charge and a negative pledge over all the property or undertaking of the group.
• A charge with Barclays Mercantile Business Finance Limited created on 11 March 2016 contains a fixed charge and negative pledge over all items let to RH Rentals under a principal agreement.
• A charge with Lombard North Central PLC created on 8 March 2016 contains a fixed charge and negative pledge over sub-hire agreements.
• A charge with Lombard North Central PLC created on 5 November 2015 contains a fixed charge and negative pledge over sub-hire agreements.
• A charge with Barclays Mercantile Business Finance Limited created on 6 November 2014 contains a fixed charge and negative pledge over all items let to RH Commercial Vehicles under a principal agreement.
• A charge with Barclays Bank PLC created on 9 September 2015 contains a negative pledge over the freehold property being 6 Clover Nook Road, South Normanton Alfreton, Derbyshire.
• A charge with Barclays Bank PLC created on 2 December 2013 contains a fixed and floating charge over all the property or undertaking of RH Commercial Vehicles Limited.
• A legal charge with Barclays Bank PLC created on 8 February 2012 over the leasehold property known as Unit 7, Broadfields Park, Sheffield, South Yorkshire.
• A legal charge with Barclays Bank PLC created on 15 April 2009 over the leasehold property known as Unit 7, Broadfields Park, Sheffield, S8 OXF.
• A legal charge with Barclays Bank PLC created on 23 January 2007 over the leasehold property known as 2 Oaks Court, Warwick Road, Borehamwood.
• A legal charge with Barclays Bank PLC created on 12 December 2006 over the leasehold property known as The White Villa, Dark Lane, Whatton, Nottingham.
• A legal charge with Barclays Bank PLC created on 12 December 2006 over the land and buildings near West Garth, West Tanfield, North Yorkshire.
• A legal charge with Barclays Bank PLC created on 4 August 2006 over the freehold property 7A, 7B, 7C, 7D, 9A, 9B, 9C, 9D, 5A, 5C, Colwick Quays, Industrial Estate, Nottingham.
• A debenture with Barclays Bank PLC created on 18 February 1994 contains a fixed and floating charge  over the undertaking and all property and assets present and future including goodwill, bookdebts, uncalled capital, buildings, fixtures and fixed plant and machinery.

Page 49


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

27.


Capital commitments




At 31 December 2024 the Group and Company had capital commitments as follows:


Group
Group
2024
2023
£000
£000

Contracted for but not provided in these financial statements
36
-

36
-


28.


Pension commitments

The Group operates a defined contribution scheme, the assets being held separate from the Company in an independent administered fund. The employer contributions are charged directly to the consolidated profit and loss account.
In the current year there was a charge to the consolidated profit and loss account in respect of the pension costs for the defined contribution scheme of £156k (2023 - £129k). Contributions totalling £38k (2023 - £30k) were payable to the fund at the year end and are included within creditors.


29.


Commitments under operating leases

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


Group
Group
2024
2023
£000
£000

Not later than 1 year
530
414

Later than 1 year and not later than 5 years
2,096
1,297

Later than 5 years
7,427
4,115

10,053
5,826


30.


Related party transactions

During the year sales of £317k (2023 - £250k) were made to R.H. Commercial Vehicles Limited. At the year end The RH Group Ltd Limited was owed £463k (creditor 2023 - £753k) from R.H. Commercial Vehicles Limited.
At the year end The RH Group Ltd was owed £Nil (2023 - £820k) from Carlton Road Developments Limited.
At the year end, a Company under common control by 2 of the directors of The RH Group Ltd owed £792k (2023 - £541k).
At the year end the amount owed to a Company under common control by a director in Carlton Road Developments Limited, was £Nil (2023 - £Nil).
 
Page 50


 
THE RH GROUP LTD
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

30.Related party transactions (continued)



31.


Controlling party

The RH Group Ltd is controlled by the Directors.

 
Page 51