Company registration number 02876229 (England and Wales)
SHERWOODS MOTOR GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
SHERWOODS MOTOR GROUP LIMITED
COMPANY INFORMATION
Directors
S MacConachie
C Elvidge
Company number
02876229
Registered office
Crowther Road
Crowther Industrial Estate
Washington
Tyne & Wear
NE38 0AQ
Auditor
Cooper Parry Group Limited
St James Building
79 Oxford Street
Manchester
M1 6HT
SHERWOODS MOTOR GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 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 - 23
SHERWOODS MOTOR GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -
The directors present the strategic report for the year ended 31 December 2025.
Review of the business
Turnover for the year ended 31 December 2025 was £136,506,014 (2024: £106,701,872). An excellent growth of 28% with no additional sites or franchises.
Profit before tax of £3,286,302 (2024: £1,860,695), an increase of 77% on last year, and an EBITDA of £3,903,933 (2024: £2,483,016) an increase of 57%.
Despite the headwinds of cost-of-living pressures, general inflation, continued political unrest and the difficulties associated with the ZEV mandate the business performed well above our expectations finishing with the highest profit on record and a Return of Sales of 2.41% (2024: 1.74%)
Some overachievement key profit milestones were-:
ROS 2.41% up from 1.74% - to a record level
Used Unit Sales up 2.7% - to a second best ever year.
Service profit up 28% - to a record level
Fleet Unit sales up 97% - to a record level
Overhead Absorption up from 75% to 77% to a record level
We know 2026 is going to be tough with continued pressure on costs, interest rates still high customer uncertainty and alike but we have a strong well performing business and a robust balance sheet and will be more than able to ride out any storms.
We also will be looking for further opportunities to grow our business both in terms of additional franchises outlets and if the right opportunity arises in 2026 and we would by this time next year like to be able to report a new site to the group.
Principal risks and uncertainties
The management of the business and the nature of the company's strategy are subject to a number of risks. The directors have set out below the principal risks facing the business.
a) Manufacturers supply of new and improved products
The company is reliant on new vehicle products from Peugeot, Citroen, Suzuki, Fiat, Abarth and Leap. This exposes the company to risks in a number of areas as the company is dependent on its manufacturers in respect of:
- availability of new vehicle products
- quality of new vehicle products
- pricing of new vehicle products
The directors are confident that future new products from its manufacturers will continue to be competitively priced and of high quality and therefore consider that this "manufacturer risk" is minimal.
b) Economic downturn
The success of the business is reliant on consumer confidence. An economic downturn, resulting in a reduction of consumer confidence will have a direct impact on the income achieved by the company.
The directors keep abreast of economic conditions to allow the business to make an effective response.
c) Franchise representation
The company is exposed to the vehicle life cycles of the manufacturers it represents. However, constant awareness and multi-franchise representation mitigates this risk.
SHERWOODS MOTOR GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties
d) Employees The success of the company is largely dependent upon the recruitment and retention of our employees. Policies are in place to ensure suitable staff resources are employed within the business. The company's employees are fundamental to the delivery of this strategy, and we are a responsible employer in our approach to all aspects of their employment. The health, safety and well-being of our team is of primary consideration in the way we do business. The company's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests. |
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Key performance indicators
The directors have monitored the progress of the overall company strategy and the individual strategic elements by reference to gross margin and operating profit, which are set out in the attached accounts.
Promoting the success of the company
The directors have acted to promote the long-term success of the company for the benefit of all its stakeholders during the year ending 31 December 2025.
Our aim is to be fully compliant with employment law, GDPR, modern slavery, competition law, FCA requirements, Health & Safety, anti-corruption and anti-bribery regulations, together with other legal or regulatory requirements for the sector we operate in.
The company gives full and fair consideration for the employment of disabled persons having regard to their particular aptitudes and abilities. Where existing employees become disabled, it is the company's policy wherever practicable, to provide continuing employment under normal terms and conditions and to provide training and career development and promotion to disabled employees wherever appropriate.
The directors believe that it is essential for the continued success and reputation of the business to maintain positive relationships with our customers, suppliers and vehicle manufacturer partners. Our business is built upon the prioritisation of customer satisfaction and quality and having positive relationships with all our suppliers. We meet with our manufacturing partners regularly throughout the year and take the appropriate action, when necessary, to prevent involvement in modern slavery, corruption, bribery and breaches of competition law.
The directors monitor any impact of the company's operations on the environment and local community and accepts its wider social responsibilities and is involved with local good causes. We comply with environmental legislation, pursue waste saving opportunities, recycle what we can and have invested to reduce our carbon footprint. The company and group monitors its energy and water consumption to reduce usage where possible.
The directors operate the business in a responsible manner with good governance to ensure all stakeholders are treated fairly and to maintain and improve our strong reputation and high standards of business conduct.
S MacConachie
Director
11 August 2026
SHERWOODS MOTOR GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2025.
Principal activities
The principal activity of the company continued to be that of purchasing, selling and repairing of motor vehicles and other ancillary services within the UK.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
S MacConachie
C Elvidge
Business relationships
The directors believe that it is essential for the continued success and reputation of the business to maintain positive relationships with the customers, suppliers and vehicle manufacturer partners. Business is built upon the prioritisation of customer satisfaction and having positive relationships with all suppliers.
Future developments
The directors believe that establishing a great working relationship with our existing brands will enable us to take advantage of future expansion possibilities within our focused geographical area. This coupled with looking at other partners to complement our existing portfolio will enable us to grow a sustainable group over the medium term.
Auditor
The auditor, Cooper Parry Group Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Energy and carbon report
Sherwoods Motor Group Limited is a wholly owned subsidiary of Sherwoods Holdings Limited and the mandatory reporting of energy and greenhouse gas emissions, in line with the governments Streamlined Energy and Carbon Reporting (SECR) policy, are included in the consolidated financial statements of Sherwoods Holdings Limited which are available from Companies House.
Statement of directors' responsibilities
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.
SHERWOODS MOTOR GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
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;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
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 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.
On behalf of the board
S MacConachie
Director
11 August 2026
SHERWOODS MOTOR GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHERWOODS MOTOR GROUP LIMITED
- 5 -
Opinion
We have audited the financial statements of Sherwoods Motor Group Limited (the 'company') for the year ended 31 December 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 31 December 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.
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's 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.
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.
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' report for the financial year 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.
SHERWOODS MOTOR GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHERWOODS MOTOR GROUP LIMITED (CONTINUED)
- 6 -
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 directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, 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' responsibilities statement, 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's 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.
Extent to which the audit was considered capable of detecting irregularities including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, we considered the following:
the nature of the industry and sector, control environment and business performance;
any matters we identified having obtained and reviewed the company’s documentation of their policies and procedures relating to:
identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance,
detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud,
the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; and
the matters discussed among the audit engagement team and involving relevant internal specialists, including tax, and industry specialists regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: valuation of used vehicle stocks and recognition of supplier incentives. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
SHERWOODS MOTOR GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHERWOODS MOTOR GROUP LIMITED (CONTINUED)
- 7 -
We also obtained an understanding of the legal and regulatory frameworks the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included the company’s FCA regulatory requirements.
Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
enquiring of management and those charged with governance concerning actual and potential litigation claims;
in addressing the risk of fraud through inappropriate valuation of used vehicle stocks, assessing net realisable value of stock items sold after the year end was above cost or assessing their value with reference to third party data sources if unsold;
in addressing the risk of fraud through inappropriate recording of supplier incentives, ensuring amounts recorded as due were then subsequently acknowledged as such by the supplier;
in assessing the risk of fraud through management override of controls, testing the appropriateness of journal entries and assessing whether judgements made in making accounting estimates are indicative of potential bias.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities 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.
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 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 members as a body, for our audit work, for this report, or for the opinions we have formed.
Ian McMahon FCCA FMAAT (Senior Statutory Auditor)
For and on behalf of Cooper Parry Group Limited, Statutory Auditor
St James Building
79 Oxford Street
Manchester
M1 6HT
11 August 2026
SHERWOODS MOTOR GROUP LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
Notes
£
£
Turnover
3
136,506,014
106,701,872
Cost of sales
(122,232,599)
(94,563,167)
Gross profit
14,273,415
12,138,705
Administrative expenses
(10,889,681)
(9,988,123)
Other operating income
195,014
9,348
Operating profit
4
3,578,748
2,159,930
Interest receivable and similar income
8
42,356
23,220
Interest payable and similar expenses
9
(334,802)
(322,455)
Profit before taxation
3,286,302
1,860,695
Tax on profit
10
(841,215)
(487,106)
Profit for the financial year
2,445,087
1,373,589
The profit and loss account has been prepared on the basis that all operations are continuing operations.
SHERWOODS MOTOR GROUP LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
12
235,713
293,576
Tangible assets
13
851,320
977,301
1,087,033
1,270,877
Current assets
Stocks
14
39,737,158
21,136,417
Debtors
15
6,028,340
5,368,524
Cash at bank and in hand
6,378,521
2,135,155
52,144,019
28,640,096
Creditors: amounts falling due within one year
16
(43,189,786)
(22,233,482)
Net current assets
8,954,233
6,406,614
Total assets less current liabilities
10,041,266
7,677,491
Creditors: amounts falling due after more than one year
17
(76,229)
(139,119)
Provisions for liabilities
Deferred tax liability
19
113,172
131,594
(113,172)
(131,594)
Net assets
9,851,865
7,406,778
Capital and reserves
Called up share capital
21
1
1
Capital redemption reserve
22
1,900,000
1,900,000
Profit and loss reserves
23
7,951,864
5,506,777
Total equity
9,851,865
7,406,778
The financial statements were approved by the board of directors and authorised for issue on 11 August 2026 and are signed on its behalf by:
S MacConachie
Director
Company registration number 02876229 (England and Wales)
SHERWOODS MOTOR GROUP LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
1
1,900,000
5,133,188
7,033,189
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
1,373,589
1,373,589
Dividends
11
-
-
(1,000,000)
(1,000,000)
Balance at 31 December 2024
1
1,900,000
5,506,777
7,406,778
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
2,445,087
2,445,087
Balance at 31 December 2025
1
1,900,000
7,951,864
9,851,865
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
1
Accounting policies
Company information
Sherwoods Motor Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is Crowther Road, Crowther Industrial Estate, Washington, Tyne & Wear, NE38 0AQ.
1.1
Basis of preparation
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 amounts 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. The company has therefore taken advantage of exemptions 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’: 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 Sherwoods Holdings Limited. These consolidated financial statements are available from its registered office, which is the same as Sherwoods Motor Group Limited.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover comprises revenue recognised by the company in respect of goods and services supplied during the year, exclusive of Value Added Tax and trade discounts.
Turnover of new and used motor vehicles, parts and accessories are recognised on the transfer of legal ownership to the customer.
After sales revenue is recognised on the completion of the agreed work.
Turnover from commission's receivable is recognised when the amount can be reliably measured and it is probable that the company will receive the consideration.
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -
1.4
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.5
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
10 - 20% straight line
Fixtures and fittings
10 - 20% straight line
Computers
33% - 50% 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.
1.6
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.
1.7
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, the company assesses whether stocks are impaired or if an impairment loss recognised in prior periods reversed. Any excess of the carrying amount of stock over its estimated selling price less costs to sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
In respect of consignment stocks, where legal title of ownership is not held by the dealership, goods are recognised when the dealership bears the substantial risks and rewards of ownership. Indicators that the dealer bears the substantial risks and rewards of ownership include:
the dealer, and not the supplier is exposed to asset price risk since the transfer price from supplier to dealer is fixed;
the dealer is compelled to retain the inventory or is unable to return it after a fixed period; or
the dealer is paying the manufacturer a finance charge for the deemed cost of financing stock.
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
1.8
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.9
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ 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.
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.
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, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 payments 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. Amounts 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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.10
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.
1.11
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.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.12
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
Leases
As lessee
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Consignment stock
Vehicles held on consignment have been included in vehicle stock on the basis that the company has determined that it holds the significant risks and rewards attached to these vehicles.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Stock valuation
Stock valuation is regularly monitored against age profile and market demand. Management use a number of market tools during the appraisal process including CAP valuation guide. The directors maintain oversight of ageing stock profiles and a monthly review of any provision required is performed.
Useful lives of tangible and intangible fixed assets
The annual depreciation charge for tangible and intangible assets is sensitive to changes in the estimated useful economic lives of the assets so these are re-assessed annually and amended when necessary to reflect current estimates. See the accounting policies note for the useful economic lives for each class of assets.
3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Vehicle sales
126,130,094
97,484,863
Aftersales
9,670,882
8,358,491
Commissions
705,038
858,518
136,506,014
106,701,872
All turnover arose within the United Kingdom.
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
4
Operating profit
2025
2024
Operating profit for the year is stated after charging:
£
£
Depreciation of tangible fixed assets
267,322
265,223
Loss on disposal of tangible fixed assets
34,775
12,212
Amortisation of intangible assets
57,863
57,863
Operating lease charges
655,375
651,000
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
20,976
19,966
For other services
Taxation compliance services
3,010
2,870
Other taxation services
2,353
3,010
5,223
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Management and administration
71
79
Sales
81
79
Total
152
158
Their aggregate remuneration comprised:
2025
2024
£
£
Wages and salaries
6,013,776
5,580,669
Social security costs
722,896
612,503
Pension costs
131,893
118,773
6,868,565
6,311,945
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
358,499
185,246
Company pension contributions to defined contribution schemes
2,871
2,677
361,370
187,923
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
226,233
138,037
Company pension contributions to defined contribution schemes
2,871
2,677
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Other interest income
42,356
23,220
9
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
9,873
11,297
Interest on finance leases and stocking charges
324,929
311,158
334,802
322,455
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
859,637
510,354
Adjustments in respect of prior periods
81
Total current tax
859,637
510,435
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Taxation
2025
2024
£
£
(Continued)
- 18 -
Deferred tax
Origination and reversal of timing differences
(18,422)
(23,329)
Total tax charge
841,215
487,106
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2025
2024
£
£
Profit before taxation
3,286,302
1,860,695
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
821,576
465,174
Tax effect of expenses that are not deductible in determining taxable profit
10
2,731
Adjustments in respect of prior years
81
Other adjustments
19,629
19,120
Taxation charge for the year
841,215
487,106
11
Dividends
2025
2024
£
£
Interim paid
1,000,000
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
12
Intangible fixed assets
Goodwill
£
Cost
At 1 January 2025 and 31 December 2025
578,624
Amortisation and impairment
At 1 January 2025
285,048
Amortisation charged for the year
57,863
At 31 December 2025
342,911
Carrying amount
At 31 December 2025
235,713
At 31 December 2024
293,576
13
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2025
448,119
1,287,505
217,120
82,191
2,034,935
Additions
27,029
121,435
35,056
183,520
Disposals
(241,698)
(58,513)
(300,211)
At 31 December 2025
475,148
1,167,242
193,663
82,191
1,918,244
Depreciation and impairment
At 1 January 2025
257,438
579,377
192,570
28,249
1,057,634
Depreciation charged in the year
66,804
154,630
21,887
24,001
267,322
Eliminated in respect of disposals
(200,404)
(57,628)
(258,032)
At 31 December 2025
324,242
533,603
156,829
52,250
1,066,924
Carrying amount
At 31 December 2025
150,906
633,639
36,834
29,941
851,320
At 31 December 2024
190,681
708,128
24,550
53,942
977,301
14
Stocks
2025
2024
£
£
Parts stock and WIP
394,589
352,935
Vehicle stock
39,342,569
20,783,482
39,737,158
21,136,417
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Stocks
(Continued)
- 20 -
During the year an impairment loss of £Nil (2024: £9,587) was recognised against stock.
The used stocking loans & consignment stocking loans included in trade creditors amounting to £33,367,841 (2024: £15,884,164) are secured directly on the vehicles to which they relate.
15
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
2,707,379
3,675,800
Amounts owed by group undertakings
499,995
499,995
Other debtors
2,440,879
787,409
Prepayments and accrued income
380,087
405,320
6,028,340
5,368,524
16
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Other borrowings
18
58,198
76,780
Trade creditors
37,317,611
17,538,678
Corporation tax
629,637
510,354
Other taxation and social security
1,607,921
1,657,658
Other creditors
1,794,116
1,419,605
Accruals and deferred income
1,782,303
1,030,407
43,189,786
22,233,482
The used stocking loans & consignment stocking loans included in trade creditors, amounting to £33,367,841 (2024: £15,884,164) are secured directly on the vehicles to which they relate.
17
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Other borrowings
18
76,229
139,119
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
18
Loans and overdrafts
2025
2024
£
£
Other loans
134,427
215,899
Payable within one year
58,198
76,780
Payable after one year
76,229
139,119
One other loan amounting to £98,009 (2024: £119,788) bears interest at a rate of 3.5% above the Bank of England base rate and is due to be repaid by 30 April 2030.
The second other loan amounting to £36,418 (2024: £96,111) bears no interest and is due to be repaid by 31 October 2026.
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
116,273
134,334
Other short term timing differences
(3,101)
(2,740)
113,172
131,594
2025
Movements in the year:
£
Liability at 1 January 2025
131,594
Credit to profit or loss
(18,422)
Liability at 31 December 2025
113,172
20
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
131,893
118,773
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.
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
21
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Deferred shares of £1 each
1
1
1
1
22
Capital redemption reserve
This reserve represents the nominal value of preference shares, ordinary shares and ordinary "A" shares purchased by the company.
23
Profit and loss reserves
Retained earning represents cumulative profits and losses made, net of dividends paid.
24
Operating lease commitments
As lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2025
2024
£
£
Within 1 year
658,500
651,000
Years 2-5
2,560,250
2,604,000
After 5 years
2,068,833
2,649,833
5,287,583
5,904,833
25
Related party transactions
The directors are considered to be key management personnel. Remuneration is disclosed in note 7 of the accounts.
During the year £173,490 (2024: £169,210) was paid to a company under common directorship for consultancy services. At the year end there was an outstanding balance totalling £21,263 (2024: £13,313) due from the company.
26
Directors' transactions
The account is repayable on demand.
Advances or credits have been granted by the company to its directors as follows:
SHERWOODS MOTOR GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
26
Directors' transactions
(Continued)
- 23 -
Advances
% Rate
Opening balance
Amounts advanced
Closing balance
£
£
£
S MacConachie -
-
(76,706)
256,564
179,858
(76,706)
256,564
179,858
27
Ultimate controlling party
The immediate parent company is Sherwoods Holdings Limited.
The ultimate controlling party is S MacConachie, by virtue of his majority shareholding in Sherwoods Holdings Limited.
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