REGISTERED NUMBER: 07575561 (England and Wales)

Strategic Report, Report of the Directors and

Audited Financial Statements

for the Year Ended 31 August 2025

for

BRD Retail Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Cash Flow Statement

14

Notes to the Cash Flow Statement

15

Notes to the Financial Statements

17

DIRECTORS:

C I D Bullock

H Bullock

Miss K E Bullock

REGISTERED OFFICE:

Ninth Avenue

Centrum Gate

Burton-on-Trent

Staffordshire

DE14 3JZ

REGISTERED NUMBER:

07575561 (England and Wales)

AUDITORS:

Bourne & Co

Statutory Auditors

6 Lichfield Street

Burton-on-Trent

Staffordshire

DE14 3RD

The directors present their strategic report for the year ended 31 August 2025.

BRD Retail Ltd is a privately owned company, formed in 2011, operating one of the UK's largest Kia franchises 'Burton Kia'. With a highly experienced management team the company prides itself on working hard to deliver class leading value and service.

REVIEW OF BUSINESS

The financial year ending 31st August 2025 has been a good year for Burton Kia, with new car supply increasing on last, where we had seen a drop due to the Government's Zero Emission Vehicle (ZEV) mandate putting pressure on manufacturers. Used car sales for Burton Kia declined with unit sales down by 7%, and the "nearly new" market was challenging with Chinese manufacturer entrants having a significant impact in this area.

The Company is in a strong position with Kia as a manufacturer partner, who continue to win numerous awards like 'Car of the year' and 'Manufacturer of the year' in 2025.

Looking forward to 2026, we as Directors are extremely excited to add retail of Light Commercial Vehicles to our portfolio, with the inclusion of the new Kia PV5 Cargo Van already winning numerous awards pre-UK release. The Company has invested in a multi-purpose industrial unit to accommodate our Commercial Vehicle sales and vehicle preparation centre, as the business continues to expand.

FINANCIAL KEY PERFORMANCE INDICATORS

Turnover for the year has increased to £33.6m (2025: £31.6m) with a gross profit margin at a very strong 9.92% for the industry.

The results of the company for the year, as set out in the income statement, balance sheet and supporting notes, show a net profit before taxation of £840k (2024: £876k) and an increase in shareholders' funds to £4.9m from £4.4m.

OTHER KEY PERFORMANCE INDICATORS

The company continues to monitor, and achieve, manufacturer partner performance objectives in terms of sales units, market share and customer service.

PRINCIPAL RISKS AND UNCERTAINTIES

The company's principle financial controls remain robust and in place with strong day to day management of all key indicators and areas.

The company's principle financial instrument comprise of, bank balances, stocking funding facilities, trade debtors and trade creditors. The purpose of these financial instruments is to manage the company's day to day working capital and finance growth as required.

Trade creditor liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.

The Government's Zero Emission Vehicle (ZEV) mandate has brought challenges and uncertainty to the market. The mandate originally was to phase out all diesel & petrol new car sales by 2030. This has now been delayed to the year 2035, with the target for 2030 to reach 80%. Uncertainty remains for manufacturers regarding the penalty system where manufacturers are arguing they are too high, this argument is ongoing.

FUTURE DEVELOPMENTS

Staff are a key part of the success of the business. The company is committed to the training and developing of its staff to ensure the success continues.

The leadership team continuously review the performance of the business and are always eager to consider opportunities for growth.

ON BEHALF OF THE BOARD:

C I D Bullock - Director

22 May 2026

The directors present their report with the financial statements of the company for the year ended 31 August 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of an automotive dealership selling new and used vehicles, providing servicing for vehicles and supply of parts to retail and trade customers.

DIVIDENDS

Interim dividends per share were paid as follows:

£1.000

- 5 November 2024

£0.500

- 10 February 2025

£0.750

- 23 May 2025

£0.900

- 28 August 2025

£3.150

The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 August 2025 will be £ 189,000 .

DIRECTORS

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

C I D Bullock

H Bullock

Miss K E Bullock

Other changes in directors holding office are as follows:

L A Hale ceased to be a director after 31 August 2025 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

C I D Bullock - Director

22 May 2026

Opinion

We have audited the financial statements of BRD Retail Ltd (the 'company') for the year ended 31 August 2025 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 August 2025 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 pages four and five, 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:

As part of our planning process:

-

We enquired of management the systems and controls the company has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud. The company did not inform us of any known, suspected or alleged fraud.

-

We obtained an understanding of the legal and regulatory frameworks applicable to the company and considered those laws and regulations central to the operation of the business including motor industry specific regulations.

-

We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.

-

Using our knowledge of the company and the industry in which it operates, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

-

Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.

-

Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.

-

Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular in relation to impairment of stock and fixed assets

-

Assessing the extent of compliance, or lack of, with the relevant laws and regulations

-

Performing a physical verification of key assets including attendance at the annual stocktake and subsequent testing of values.

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. The primary responsibility for the prevention and detection of irregularities and fraud rests with the directors.

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.

David Meadows BA FCA (Senior Statutory Auditor)

for and on behalf of Bourne & Co

Statutory Auditors

6 Lichfield Street

Burton-on-Trent

Staffordshire

DE14 3RD

22 May 2026

TURNOVER

3

33,606,640

31,622,754

Cost of sales

30,269,756

28,194,938

GROSS PROFIT

3,336,884

3,427,816

Administrative expenses

2,579,307

2,526,140

757,577

901,676

Other operating income

228,944

141,220

OPERATING PROFIT

5

986,521

1,042,896

Interest receivable and similar income

10,240

43,764

996,761

1,086,660

Interest payable and similar expenses

6

156,961

210,761

PROFIT BEFORE TAXATION

839,800

875,899

Tax on profit

7

215,579

225,373

PROFIT FOR THE FINANCIAL YEAR

624,221

650,526

PROFIT FOR THE YEAR

624,221

650,526

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

624,221

650,526

FIXED ASSETS

Tangible assets

9

2,176,319

2,148,927

Investment property

10

345,279

345,279

2,521,598

2,494,206

CURRENT ASSETS

Stocks

11

5,754,455

4,715,721

Debtors

12

340,480

100,846

Cash at bank and in hand

2,111,078

1,531,864

8,206,013

6,348,431

CREDITORS

Amounts falling due within one year

13

5,039,524

3,545,988

NET CURRENT ASSETS

3,166,489

2,802,443

TOTAL ASSETS LESS CURRENT LIABILITIES

5,688,087

5,296,649

CREDITORS

Amounts falling due after more than one year

14

(734,641

)

(788,718

)

PROVISIONS FOR LIABILITIES

18

(38,264

)

(27,970

)

NET ASSETS

4,915,182

4,479,961

CAPITAL AND RESERVES

Called up share capital

19

60,000

60,000

Capital redemption reserve

20

90,000

90,000

Retained earnings

20

4,765,182

4,329,961

SHAREHOLDERS' FUNDS

4,915,182

4,479,961

The financial statements were approved by the Board of Directors and authorised for issue on 22 May 2026 and were signed on its behalf by:

C I D Bullock - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 September 2023

60,000

3,869,935

90,000

4,019,935

Changes in equity

Profit for the year

-

650,526

-

650,526

Total comprehensive income

-

650,526

-

650,526

Dividends

-

(190,500

)

-

(190,500

)

Balance at 31 August 2024

60,000

4,329,961

90,000

4,479,961

Changes in equity

Profit for the year

-

624,221

-

624,221

Total comprehensive income

-

624,221

-

624,221

Dividends

-

(189,000

)

-

(189,000

)

Balance at 31 August 2025

60,000

4,765,182

90,000

4,915,182

Cash flows from operating activities

Cash generated from operations

1

(211,560

)

177,108

Interest paid

(48,769

)

(36,227

)

Finance costs paid

(108,192

)

(174,534

)

Tax paid

(204,077

)

(194,022

)

Net cash from operating activities

(572,598

)

(227,675

)

Cash flows from investing activities

Purchase of tangible fixed assets

(84,434

)

(117,317

)

Purchase of investment property

-

(345,279

)

Interest received

10,240

43,764

Net cash from investing activities

(74,194

)

(418,832

)

Cash flows from financing activities

New loans in year

1,469,535

-

Loan repayments in year

(54,529

)

(564,887

)

Equity dividends paid

(189,000

)

(190,500

)

Net cash from financing activities

1,226,006

(755,387

)

Increase/(decrease) in cash and cash equivalents

579,214

(1,401,894

)

Cash and cash equivalents at beginning of year

2

1,531,864

2,933,758

Cash and cash equivalents at end of year

2

2,111,078

1,531,864

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

31.8.25

31.8.24

£

£

Profit before taxation

839,800

875,899

Depreciation charges

57,042

45,911

Finance costs

156,961

210,761

Finance income

(10,240

)

(43,764

)

1,043,563

1,088,807

Increase in stocks

(1,038,734

)

(1,274,202

)

(Increase)/decrease in trade and other debtors

(239,634

)

249,304

Increase in trade and other creditors

23,245

113,199

Cash generated from operations

(211,560

)

177,108

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 August 2025

31.8.25

1.9.24

£

£

Cash and cash equivalents

2,111,078

1,531,864

Year ended 31 August 2024

31.8.24

1.9.23

£

£

Cash and cash equivalents

1,531,864

2,933,758

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.9.24

Cash flow

At 31.8.25

£

£

£

Net cash

Cash at bank and in hand

1,531,864

579,214

2,111,078

1,531,864

579,214

2,111,078

Debt

Debts falling due within 1 year

(2,571,586

)

(1,469,083

)

(4,040,669

)

Debts falling due after 1 year

(788,718

)

54,077

(734,641

)

(3,360,304

)

(1,415,006

)

(4,775,310

)

Total

(1,828,440

)

(835,792

)

(2,664,232

)

1.	STATUTORY INFORMATION

BRD Retail Ltd 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.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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. The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates

In preparing the financial statements management are required to make judgements and estimates that affect the amounts reported for assets and liabilities at the reporting date and the amounts reported as revenues and expenses during the year

Tangible assets are reviewed for impairment if there is any indication that the carrying value is not appropriate due to changes in the estimated useful lives or residual values of those assets.

Vehicle stocks are reviewed on a regular basis to ensure any individual item of stock is not held at a value in excess of its estimated realisable value. Appropriate provisions are made when necessary.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from the sale of vehicles is recognised when the significant risks and rewards of ownership have transferred to the buyer, the amount of revenue can be reliably measured, it is probable that the Company will receive the consideration due and when the costs associated with the transaction can be measured reliably.

Revenue from the sale of services is recognised in the period in which the services are provided when the amount of revenue can be reliably measured, it is probable that the Company will receive the consideration due and when the costs associated with the transaction can be measured reliably.

Revenue from commissions is recognised as other operating income when the amount can be reliably measured and when it is probable that the Company will receive the consideration.

Tangible fixed assets

Tangible fixed assets are included at cost less depreciation and impairment. Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Freehold property

-

at varying rates on cost

Plant and machinery

-

at varying rates on cost

Fixtures and fittings

-

at varying rates on cost

Motor vehicles

-

at varying rates on cost

Computer equipment

-

at varying rates on cost

The freehold property is depreciated at varying rates to write the cost off over periods between 10 and 50 years depending on the expected life of the various component parts with due consideration given to the residual value.

Included within freehold property is land at a cost of £782,856 that is not depreciated.

Investment property

Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

Stocks

Stocks are valued at the lower of cost and estimated selling price less costs to sell after making allowance for obsolete and slow moving item.

The cost of vehicles includes the purchase cost plus directly attributable preparation and licensing costs.

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.

Debtors

Short term debtors are measured at transaction price, less any impairment.

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.

The company recognises a provision for annual leave accrued by employees as a result of services rendered which employees are entitled to carry forward and use. The provision is measured at the salary cost payable for the period of leave.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

31.8.25

31.8.24

£

£

Sale of goods

32,084,887

30,280,353

Sale of services

1,521,753

1,342,401

33,606,640

31,622,754

All sales were in the UK.

4.	EMPLOYEES AND DIRECTORS

31.8.25

31.8.24

£

£

Wages and salaries

1,286,348

1,260,626

Social security costs

153,562

141,480

Other pension costs

28,560

38,037

1,468,470

1,440,143

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

31.8.25

31.8.24

Directors

4

4

Support staff

32

30

36

34

31.8.25

31.8.24

£

£

Directors' remuneration

234,222

255,392

Directors' pension contributions to money purchase schemes

8,293

8,235

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

Money purchase schemes

4

4

Information regarding the highest paid director is as follows:

31.8.25

31.8.24

£

£

Emoluments etc

63,125

75,544

Pension contributions to money purchase schemes

2,201

2,089

5.	OPERATING PROFIT

The operating profit is stated after charging:

31.8.25

31.8.24

£

£

Hire of plant and machinery

7,510

5,877

Depreciation - owned assets

57,042

45,911

Auditors' remuneration

12,500

12,000