Company registration number 01255928 (England and Wales)
GAP CONVENIENCE DISTRIBUTION LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 MARCH 2025
GAP CONVENIENCE DISTRIBUTION LIMITED
COMPANY INFORMATION
Directors
Mr M D W Hall
Mr A N Hall
Mr I S W Hall
Secretary
Ms P N Blow
Company number
01255928
Registered office
Lancashire Way
Preston
PR2 5PB
Auditor
MHA
Richard House
9 Winckley Square
Preston
PR1 3HP
GAP CONVENIENCE DISTRIBUTION LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 22
GAP CONVENIENCE DISTRIBUTION LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 24 MARCH 2025
- 1 -

The directors present the strategic report for the Period ended 24 March 2025.

Principal activity

The principal activity of the company during the period under review was the wholesale distribution of car care and grocery products.

Trading results

Turnover amounted to £22.1m for the 52 weeks ended 23 March 2025, compared with £22.6m for the 53 weeks ended 24 March 2024.

Profit for the period after taxation amounted to £0.9m, compared with £2.3m for the previous period.

Financial Position

At the Balance Sheet date, shareholders' funds showed an decrease of 38% compared with the previous period end after a dividend to the immediate holding company. The directors consider the state of the company's affairs to be satisfactory given the current macro economic and geopolitical climate, inflationary pressures and increased competition from multinational organisations within the retail sector.

Principal risks and uncertainties

We have set out below a number of risk factors that we believe could cause our actual future results to differ materially from expected results. However, other factors could adversely affect the results and so the factors set out below should not be considered to be a complete set of all potential risks and uncertainties.

Business conditions and the general economy

The profitability of our company could be adversely affected by a worsening of general economic conditions in the United Kingdom. Factors such as unemployment, interest rates and inflation could significantly affect the wholesale and retail markets. Whilst a short term worsening in economic conditions in the United Kingdom should not significantly adversely impact profitability, a sustained downturn over a number of years would be likely to lead to reduced profits in this area.

Liquidity and financing

Liquidity and financing risks relate to the company's ability to pay for goods and services required to trade on a day to day basis. The company has two main sources of finance which are, from banks by way of the group's wider finance facilities, and from suppliers by way of trade credit. A reduction in facilities or a failure to renew them as they expire could lead to a significant reduction in the trading ability of the company.

Credit risk

The company trades with only recognised, creditworthy third parties. It is the company's policy that all customers who wish to trade on credit terms are subject to credit vetting procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the company's exposure to bad debts is mitigated.

Regulatory compliance risk

The company is subject to regulatory compliance risk which can arise from a failure to comply fully with the laws, regulations or codes applicable, for example health and safety, licensing, fire regulations and increasing requirements around packaging waste and power. Non-compliance can lead to fines, enforced suspension from sale of certain products or public reprimand.

Competition

The company competes in an extremely competitive industry against large multinationals, smaller regional businesses and e-commerce.

GAP CONVENIENCE DISTRIBUTION LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
- 2 -
Failure of information systems

The company's business is dependent on the efficient and uninterrupted operation of our information technology and computer systems, which are vulnerable to damage or interruption from power loss, telecommunications failure, sabotage, vandalism or similar misconduct. There are in place contingency and recovery plans in order to mitigate the impact of such failures. The company has in place security measures to protect against any potential cyber-attacks.

Key Performance Indicators

Measure 2024 2024

Sales £22.1m £22.6m

Gross Profit £5.4m £5.2m

Operating Profit £0.89m £1.76m

Future Developments

The directors look to the continued growth and development of the company.

On behalf of the board

Mr I S W Hall
Director
28 August 2025
GAP CONVENIENCE DISTRIBUTION LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 24 MARCH 2025
- 3 -

The directors present their annual report and financial statements for the Period ended 24 March 2025.

Principal activities

The principal activity of the company continued to be the the wholesale distribution of car care and grocery products.

Results and dividends

The results for the Period are set out on page 8.

Ordinary dividends were paid amounting to £4,000,000. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the Period and up to the date of signature of the financial statements were as follows:

Mr M D W Hall
Mr A N Hall
Mr I S W Hall
Auditor

The auditor, MHA, previously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP.

MHA will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr I S W Hall
Director
28 August 2025
GAP CONVENIENCE DISTRIBUTION LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 24 MARCH 2025
- 4 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and 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.

GAP CONVENIENCE DISTRIBUTION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF GAP CONVENIENCE DISTRIBUTION LIMITED
- 5 -
Opinion

We have audited the financial statements of GAP Convenience Distribution Limited (the 'company') for the Period ended 24 March 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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 24 March 2025 and of its profit for the Period then ended;

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

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

Basis for opinion

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

GAP CONVENIENCE DISTRIBUTION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF GAP CONVENIENCE DISTRIBUTION LIMITED (CONTINUED)
- 6 -

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the strategic report and the directors' r eport for the financial Period for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

Matters on which we are required to report by exception

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

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

- the financial statements are not in agreement with the accounting records 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' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor responsibilities for the audit of the financial statements

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

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, is detailed below.

- Enquiries with management about any known or suspected instances of non-compliance with laws and regulations. Reviewing legal and professional expenditure to identify evidence of ongoing litigation or non-compliance with laws and regulations;

- Enquiries with management about any known or suspected instances of fraud;

- Auditing the risk of fraud in revenue, through the consideration of revenue accounting policies and subsequently reviewing the application of income cut off procedures around the balance sheet date and transaction testing to provide comfort that revenue stated within the financial statements has occurred;

- Challenging assumptions and judgements made by management in their significant accounting estimates; and

- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness.

GAP CONVENIENCE DISTRIBUTION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF GAP CONVENIENCE DISTRIBUTION LIMITED (CONTINUED)
- 7 -

Because of the inherent limitations of an audit, there is 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. This 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. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member, for our audit work, for this report, or for the opinions we have formed.

Joe Sullivan FCA
Senior Statutory Auditor
For and on behalf of MHA, Statutory Auditor
Preston, United Kingdom
29 August 2025
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542)
GAP CONVENIENCE DISTRIBUTION LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 24 MARCH 2025
- 8 -
Period
Period
ended
ended
24 March
24 March
2025
2024
Notes
£
£
Turnover
3
22,120,619
22,639,671
Cost of sales
(16,703,171)
(17,406,425)
Gross profit
5,417,448
5,233,246
Distribution costs
(1,638,777)
(1,601,124)
Administrative expenses
(2,888,789)
(1,876,402)
Operating profit
4
889,882
1,755,720
Interest receivable and similar income
6
357,597
426,211
Profit before taxation
1,247,479
2,181,931
Tax on profit
7
(311,924)
92,121
Profit for the financial Period
935,555
2,274,052

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

GAP CONVENIENCE DISTRIBUTION LIMITED
BALANCE SHEET
AS AT 24 MARCH 2025
24 March 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
10
381,483
409,669
Investments
11
6
6
381,489
409,675
Current assets
Stocks
13
2,762,655
2,572,097
Debtors falling due after more than one year
14
2,769,616
5,629,601
Debtors falling due within one year
14
1,453,697
1,611,740
Cash at bank and in hand
798,504
440,941
7,784,472
10,254,379
Creditors: amounts falling due within one year
15
(3,258,164)
(2,691,812)
Net current assets
4,526,308
7,562,567
Net assets
4,907,797
7,972,242
Capital and reserves
Called up share capital
18
10,000
10,000
Profit and loss reserves
4,897,797
7,962,242
Total equity
4,907,797
7,972,242

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 28 August 2025 and are signed on its behalf by:
Mr A N Hall
Mr I S W Hall
Director
Director
Company registration number 01255928 (England and Wales)
GAP CONVENIENCE DISTRIBUTION LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 24 MARCH 2025
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 25 March 2023
10,000
5,688,190
5,698,190
Period ended 24 March 2024:
Profit and total comprehensive income
-
2,274,052
2,274,052
Balance at 24 March 2024
10,000
7,962,242
7,972,242
Period ended 24 March 2025:
Profit and total comprehensive income
-
935,555
935,555
Dividends
8
-
(4,000,000)
(4,000,000)
Balance at 24 March 2025
10,000
4,897,797
4,907,797
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 MARCH 2025
- 11 -
1
Accounting policies
Company information

GAP Convenience Distribution Limited is a private company limited by shares incorporated in England and Wales. The registered office is Lancashire Way, Preston, PR2 5PB.

1.1
Reporting period

The company's accounting reference date is 24 March. The financial statements for the current period cover the 52 weeks commencing 25 March 2024 to 23 March 2025. Those for the previous period cover the 53 weeks commencing 20 March 2023 to 24 March 2024. Therefore the two financial periods are not entirely comparable.

1.2
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of James Hall and Company (Holdings) Limited. These consolidated financial statements are available from Companies House, Cardiff, CF14 3UZ.

GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
1
Accounting policies
(Continued)
- 12 -
1.3
Going concern

A t the time of approving the financial statements, t he directors have every expectation that the company has adequate resources to continue in operational existence for the foreseeable future after making reference to detailed financial projections.

The company is currently profitable, generating positive operating cash-flows, has a strong balance sheet and diversified income streams. The wider group enjoys a positive relationship with its banking partner and has ample facilities in place. As a consequence it is well placed to manage its business risks despite the continued uncertain economic outlook and particularly where this impacts consumer disposable income. Such factors include current retail inflation being higher than the headline benchmark and uncertainty over the path and timing of any further interest rate reductions.

Th erefore, t he directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods provided in the normal course of business, and is shown net of VAT.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer upon dispatch of the goods.

1.5
Intangible fixed assets other than goodwill

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Patents & licences
5 years straight line
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Plant and equipment
5 years straight line
Motor vehicles
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.7
Fixed asset investments

Interests in associates are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
1
Accounting policies
(Continued)
- 13 -
1.8
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

1.9
Stocks

Stocks are stated at the lower of average cost and estimated selling price less costs to complete and sell. Average c ost comprises direct materials and, where applicable, those overheads that have been incurred in bringing the stocks to their present location and condition.

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 as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
Cash and cash equivalents

Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
1
Accounting policies
(Continued)
- 14 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

All of the company's financial assets are basic financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of 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 company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

All of the company's financial liabilities are basic financial instruments.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

There were no significant areas of judgement or estimation uncertainty.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Principal activity
22,120,619
22,639,671
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
3
Turnover and other revenue
(Continued)
- 16 -
2025
2024
£
£
Other revenue
Interest income
357,597
426,211

All of the company's turnover was to entities located within the UK.

4
Operating profit
2025
2024
Operating profit for the period is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
12,500
11,793
Depreciation of owned tangible fixed assets
117,050
103,690
Profit on disposal of tangible fixed assets
(744)
(2,719)
5
Employees

The average monthly number of persons (including directors) employed by the company during the Period was:

2025
2024
Number
Number
Full time
55
59
Part time
2
2
Total
57
61

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
1,890,963
1,872,781
Social security costs
188,012
179,124
Pension costs
66,557
62,808
2,145,532
2,114,713
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
- 17 -
6
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
4,984
5,298
Interest receivable from group companies
352,613
420,913
Total income
357,597
426,211
7
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
309,071
191,425
Adjustments in respect of prior periods
-
0
(292,203)
Total current tax
309,071
(100,778)
Deferred tax
Origination and reversal of timing differences
2,853
8,657
Total tax charge/(credit)
311,924
(92,121)

The actual charge/(credit) for the Period can be reconciled to the expected charge for the Period based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
1,247,479
2,181,931
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 24.89%)
311,870
542,979
Tax effect of expenses that are not deductible in determining taxable profit
54
1,530
Group relief
-
0
(344,467)
Under/(over) provided in prior years
-
0
(292,203)
Tax rate changes
-
0
40
Taxation charge/(credit) for the period
311,924
(92,121)

The company has capital losses to carry forward of £194,728 (2024: £194,728) which can be set off against future capital gains.

The headline rate of corporation tax increased to 25% from 1 April 2023.

GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
- 18 -
8
Dividends
2025
2024
£
£
Interim paid
4,000,000
-
0
9
Intangible fixed assets
Patents & licences
£
Cost
At 25 March 2024
250,000
Disposals
(250,000)
At 24 March 2025
-
0
Amortisation and impairment
At 25 March 2024
250,000
Disposals
(250,000)
At 24 March 2025
-
0
Carrying amount
At 24 March 2025
-
0
At 24 March 2024
-
0
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
- 19 -
10
Tangible fixed assets
Plant and equipment
Motor vehicles
Total
£
£
£
Cost
At 25 March 2024
758,808
642,592
1,401,400
Additions
3,996
101,199
105,195
Disposals
-
0
(58,757)
(58,757)
At 24 March 2025
762,804
685,034
1,447,838
Depreciation and impairment
At 25 March 2024
724,900
266,831
991,731
Depreciation charged in the Period
13,970
103,080
117,050
Eliminated in respect of disposals
-
0
(42,426)
(42,426)
At 24 March 2025
738,870
327,485
1,066,355
Carrying amount
At 24 March 2025
23,934
357,549
381,483
At 24 March 2024
33,908
375,761
409,669
11
Fixed asset investments
2025
2024
Notes
£
£
Investments in associates
12
6
6
12
Associates

Details of the company's associates at 24 March 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Alliance Distribution Group Limited
Gap Convenience Distribution Ltd, Lancashire Way, Preston, England, PR2 5PB
Ordinary
33.33
13
Stocks
2025
2024
£
£
Finished goods and goods for resale
2,762,655
2,572,097
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
- 20 -
14
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,143,602
1,305,112
Amounts owed by group undertakings
64,625
64,502
Other debtors
207,068
210,155
Prepayments and accrued income
38,402
31,971
1,453,697
1,611,740
2025
2024
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
2,758,727
5,615,859
Deferred tax asset (note 16)
10,889
13,742
2,769,616
5,629,601
Total debtors
4,223,313
7,241,341
15
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
2,234,744
1,932,180
Corporation tax
309,071
191,425
Other taxation and social security
26,144
31,448
Accruals and deferred income
688,205
536,759
3,258,164
2,691,812
16
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets
Assets
2025
2024
Balances:
£
£
Accelerated capital allowances
9,292
11,450
Other timing differences
1,597
2,292
10,889
13,742
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
16
Deferred taxation
(Continued)
- 21 -
2025
Movements in the Period:
£
Asset at 25 March 2024
(13,742)
Charge to profit or loss
2,853
Asset at 24 March 2025
(10,889)

The company has not finalised its capital expenditure programme for the next financial year and therefore an assessment as to the likely movement of timing differences cannot reasonably be made.

17
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
66,557
62,808

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

At the balance sheet date the company owed £6,385 (2024: £9,166) in pension contributions, which are stated within creditors falling due within one year.

18
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
10,000
10,000
10,000
10,000
19
Financial commitments, guarantees and contingent liabilities

The company is party to a group cross company guarantee in respect of group bank borrowings. At the balance sheet date, the total amount outstanding covered by this arrangement was £4,610,247 (2024: £Nil). This contingent liability is secured by a charge against the assets of the company, in favour of the group's bankers.

20
Capital commitments

Amounts contracted for but not provided in the financial statements:

2025
2024
£
£
Acquisition of tangible fixed assets
20,345
-
GAP CONVENIENCE DISTRIBUTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 24 MARCH 2025
- 22 -
21
Related party transactions
Transactions with related parties

During the Period the company entered into the following transactions with related parties:

Category
Description of
Income
Expenditure
transaction
2025
2024
2025
2024
£
£
£
£
Key management personnel
Sale of products
9,246
-
0
-
0
-
0
Balances with related parties

The following amounts were outstanding at the reporting end date:

Category
Amounts owed by
Amounts owed to
related parties
related parties
2025
2024
2025
2024
£
£
£
£
Key management personnel
9,246
-
0
-
0
-
0
Other information

The company has taken advantage of the exemption permitted under FRS102, Section33 'Related Party Disclosures' paragraph 33.1A, from disclosing transactions with group companies, on the basis that it is a wholly owned subsidiary.

22
Ultimate controlling party

The parent company of GAP Convenience Distribution Limited is James Hall and Company Limited, a company registered in England and Wales. James Hall and Company (Holdings) Limited, a company registered in England and Wales, is the ultimate parent company.

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