REGISTERED NUMBER: 02778594 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

NMC SPORTIF LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

Mr S Miskin

Mr D C Froude

Mr J J Wilmoth

REGISTERED OFFICE:

Park Street

Stocklake

Aylesbury

Buckinghamshire

HP20 1DN

REGISTERED NUMBER:

02778594 (England and Wales)

AUDITORS:

Jamesons Limited

Chartered Accountants and Statutory Auditors

Jamesons House

Compton Way

Witney

OX28 3AB

BANKERS:

Barclays Bank PLC

Market Square

Witney

Oxfordshire

OX28 7BA

The directors present their strategic report for the year ended 31 December 2024.

The results for the year and financial position of the company are as shown in the annexed financial statements.

REVIEW OF BUSINESS

The principal activity of the company during the year was that of Franchised Motor Dealerships. The company consists of the sale of new and used vehicles and service and repair of vehicles.

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

2024

2023

£

£

Turnover (£)

14,842,600

15,894,541

Gross Profit (%)

11.1

9.7

(Loss)/Profit before tax

85,645

158,858

Sales and Margins

After a slow start with aftersales and the integration of new franchises things improved towards the end of the year.

Although the turnover has decreased from 2023 and even with the implementation of the new franchises the costs for the year have decreased, resulting in a greater gross profit.

Overheads

There has been an increase in overheads due to rent and salary increases. An increase in courtesy cars has also made an impact. Taking on new franchises made it necessary for increased advertising. We have taken steps to fully mitigate the impact on those rising costs and the costs announced in the Autumn budget, such as minimum wage and Employers national insurance. This meant innovative thinking to reduce costs. This is ongoing and should see the benefit of these reductions in 2025.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties facing the business are a continuing need to meet sales targets of vehicles set by the manufacturer considering the new vehicle availability. Future risks involved are pushing forward on new franchises and developing the customer base. There remains considerable economic uncertainty in the UK, and the automotive sector generally from the government ZEV mandate.

FUTURE DEVELOPMENTS

The company is concentrating on increasing the sales and aftersales of the original and new franchises, as well as keeping an eye on the increasing costs.

ON BEHALF OF THE BOARD:

Mr S Miskin - Director

21 July 2025

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 £ 1,250 .

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

Mr S Miskin

Mr D C Froude

Mr J J Wilmoth

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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

Mr S Miskin - Director

21 July 2025

Opinion

We have audited the financial statements of NMC Sportif 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, Cash Flow Statement and Notes to the Cash Flow Statement, 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.

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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non - compliance with laws and regulations was as follows:

-

The engagement partner ensured that the engagement team collectively had appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations:

-

We identified the laws and regulations applicable to the company through discussion with directors and informed management and from our commercial knowledge and experience of the industry;

-

We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company including Companies Act 2006, taxation legislation, employment legislation and health and safety legislation;

-

We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and reviewing documentation during the audit; and

-

Identified laws and regulations were communicated within the audit team and the team remained alert to instances of non-compliance during the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;

-

Making enquires of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

-

Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

-

Reviewed the financial statements and records to identify any unusual or unexpected relationships;

-

Tested journal entries to identify unusual transactions;

-

Assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

-

Investigated the rationale behind any significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

-

Agreeing financial statement disclosures to underlying supporting documentation;

-

Enquiring of management as to actual and potential litigation and claims; and

-

Reviewing correspondence with HMRC and other applicable sources.

There are inherent limitations in our audit procedures described above. The risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquire of the directors and informed management and the inspection of regulatory and legal correspondence if any.

The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation and there is therefore a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.

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.

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.

Anita Lyon FCA FCCA (Senior Statutory Auditor)

for and on behalf of Jamesons Limited

Chartered Accountants and Statutory Auditors

Jamesons House

Compton Way

Witney

OX28 3AB

19 August 2025

TURNOVER

4

14,842,600

15,894,541

Cost of sales

13,192,420

14,356,028

GROSS PROFIT

1,650,180

1,538,513

Administrative expenses

1,566,211

1,381,298

OPERATING PROFIT

6

83,969

157,215

Interest receivable and similar income

1,676

1,643

PROFIT BEFORE TAXATION

85,645

158,858

Tax on profit

7

22,454

39,608

PROFIT FOR THE FINANCIAL YEAR

63,191

119,250

PROFIT FOR THE YEAR

63,191

119,250

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

63,191

119,250

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

423,620

166,079

423,620

166,079

CURRENT ASSETS

Stocks

11

1,776,002

2,298,221

Debtors

12

636,512

649,648

Cash at bank and in hand

13

71,048

125,815

2,483,562

3,073,684

CREDITORS

Amounts falling due within one year

14

1,903,838

2,305,130

NET CURRENT ASSETS

579,724

768,554

TOTAL ASSETS LESS CURRENT LIABILITIES

1,003,344

934,633

PROVISIONS FOR LIABILITIES

17

33,992

27,222

NET ASSETS

969,352

907,411

CAPITAL AND RESERVES

Called up share capital

18

200,000

200,000

Revaluation reserve

19

59,290

59,290

Retained earnings

19

710,062

648,121

SHAREHOLDERS' FUNDS

969,352

907,411

The financial statements were approved by the Board of Directors and authorised for issue on 21 July 2025 and were signed on its behalf by:

Mr S Miskin - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2023

200,000

528,201

62,460

790,661

Changes in equity

Dividends

-

(2,500

)

-

(2,500

)

Total comprehensive income

-

122,420

(3,170

)

119,250

Balance at 31 December 2023

200,000

648,121

59,290

907,411

Changes in equity

Dividends

-

(1,250

)

-

(1,250

)

Total comprehensive income

-

63,191

-

63,191

Balance at 31 December 2024

200,000

710,062

59,290

969,352

Cash flows from operating activities

Cash generated from operations

1

243,930

(326,835

)

Tax paid

(22,200

)

(27,125

)

Net cash from operating activities

221,730

(353,960

)

Cash flows from investing activities

Purchase of tangible fixed assets

(278,170

)

(63,684

)

Sale of tangible fixed assets

2,924

200

Interest received

1,676

1,643

Net cash from investing activities

(273,570

)

(61,841

)

Cash flows from financing activities

Amount withdrawn by directors

(1,677

)

(1,643

)

Equity dividends paid

(1,250

)

(2,500

)

Net cash from financing activities

(2,927

)

(4,143

)

Decrease in cash and cash equivalents

(54,767

)

(419,944

)

Cash and cash equivalents at beginning of year

2

125,815

545,759

Cash and cash equivalents at end of year

2

71,048

125,815

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024

2023

£

£

Profit before taxation

85,645

158,858

Depreciation charges

17,199

2,605

Loss/(profit) on disposal of fixed assets

507

(200

)

Finance income

(1,676

)

(1,643

)

101,675

159,620

Decrease/(increase) in stocks

522,219

(413,009

)

Decrease/(increase) in trade and other debtors

14,812

(95,979

)

(Decrease)/increase in trade and other creditors

(394,776

)

22,533

Cash generated from operations

243,930

(326,835

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

71,048

125,815

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

125,815

545,759

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

125,815

(54,767

)

71,048

125,815

(54,767

)

71,048

Total

125,815

(54,767

)

71,048

1.	STATUTORY INFORMATION

NMC Sportif Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Significant judgements and estimates

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. It is considered that there are no estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Turnover

Turnover represents the invoiced value of motor vehicles sold, vehicle servicing to customers, parts sales, forecourt sales and manufacturers bonuses, excluding value added tax.

Revenue is recognised to the extent that the company obtains the right to consideration in exchange for its performance (usually on full payment of the goods). Revenue from the sale of goods is measured at the fair value of the consideration received or receivable, net of returns, trade discounts and volume rebates.

Goodwill

Goodwill represents the excess cost of acquisition over the fair value of the seperable net assets of the business acquired. It is amortised in equal installments over its estimated useful economic life.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over it's expected useful life. The depreciation rates used are as follows:-

Leasehold Improvements

50% straight line and 4% straight line

Plant, Machinery and Equipment

15% straight line and 15% reducing balance

Fixtures and fittings

15% straight line and 15% reducing balance

Motor Vehicles

25% straight line

Stocks

Cost is calculated used the FIFO (first-in, first-out) method.

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

Financial instruments

Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks and in hand and short term deposits with an original maturity date of three months or less. For the purpose of the cash flow statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

Short-term debtors and creditors

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the income statement in other operating expenses.

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.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

4.

TURNOVER

Turnover consists of amounts invoiced to UK customers excluding VAT and arises primarily from vehicle sales and service, forecourt sales and manufacturers bonuses.

All turnover arose within the United Kingdom.

5.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

947,397

910,927

Social security costs

114,589

93,232

Other pension costs

22,690

21,304

1,084,676

1,025,463

The average number of employees during the year was as follows:

2024

2023

Management & administration

4

4

Sales

7

7

Workshop, stores & others

17

16

28

27

2024

2023

£

£

Directors' remuneration

73,944

54,740

Directors' pension contributions to money purchase schemes

-

1,166

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

1

1

6.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2024

2023

£

£

Other operating leases

-

2,044

Depreciation - owned assets

17,198

2,605

Loss/(profit) on disposal of fixed assets

507

(200

)

Auditors' remuneration

15,150

20,400

7.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2024

2023

£

£

Current tax:

UK corporation tax

15,684

22,211

Deferred tax

6,770

17,397

Tax on profit

22,454

39,608

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024

2023

£

£

Profit before tax

85,645

158,858

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 21.880%)

21,411

34,758

Effects of:

Expenses not deductible for tax purposes

368

26

Capital allowances in excess of depreciation

(6,095

)

(12,573

)

Deferred tax arising from accelerated capital allowances.

6,770

17,397

Total tax charge

22,454

39,608

8.

DIVIDENDS

2024

2023

£

£

Interim

1,250

2,500

9.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2024

and 31 December 2024

90,000

AMORTISATION

At 1 January 2024

and 31 December 2024

90,000

NET BOOK VALUE

At 31 December 2024

-

At 31 December 2023

-

10.	TANGIBLE FIXED ASSETS

Freehold

Short

Plant and

property

leasehold

machinery

£

£

£

COST OR VALUATION

At 1 January 2024

105,000

546,147

33,939

Additions

-

211,721

4,509

Disposals

-

-

-

At 31 December 2024

105,000

757,868

38,448

DEPRECIATION

At 1 January 2024

-

496,676

27,938

Charge for year

-

4,958

2,134

Eliminated on disposal

-

-

-

At 31 December 2024

-

501,634

30,072

NET BOOK VALUE

At 31 December 2024

105,000

256,234

8,376

At 31 December 2023

105,000

49,471

6,001