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STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

RAINWORTH MOTORS LIMITED

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)






CONTENTS OF THE FINANCIAL STATEMENTS
for the year ended 31 December 2025




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditor 5

Income Statement 8

Other Comprehensive Income 9

Balance Sheet 10

Statement of Changes in Equity 11

Cash Flow Statement 12

Notes to the Cash Flow Statement 13

Notes to the Financial Statements 15


RAINWORTH MOTORS LIMITED

COMPANY INFORMATION
for the year ended 31 December 2025







DIRECTORS: J R Atherton
S C Beckett



SECRETARY: S C Beckett



REGISTERED OFFICE: Sherwood Oaks Business Park
Southwell Road West
Mansfield
Nottinghamshire
NG18 4GF



REGISTERED NUMBER: 03916851 (England and Wales)



SENIOR STATUTORY AUDITOR: Mr Oliver Jenkins ACCA



AUDITOR: Hewitt Card Limited
Statutory Auditor
70-72 Nottingham Road
Mansfield
Nottinghamshire
NG18 1BN

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

STRATEGIC REPORT
for the year ended 31 December 2025

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

Our objectives are to provide a reliable, competitive and high quality supply of motor vehicles, and after sales care to both the public and corporate customers. This is backed up by specialist knowledge built up through the combined experience of our staff.

Through this we aim to achieve an acceptable return for the shareholders and provide for longer term planning to secure the future of the Company.

REVIEW OF BUSINESS
The directors are pleased with the overall performance of the business for the year in what continues to be a challenging environment.

The Company has seen a notable decrease in both the new car and used car market..

The Company's turnover and net profit have decreased and its balance sheet position has also overall weakened at the yearend when compared to the previous year.However, the Company has seen a decrease in gross profit percentage due to increases in purchases prices which the Company has absorbed.

The key performance indicators by which financial performance is measured are as follows:-

2025 2024
Turnover £37.9m £34.6m
Gross profit percentage 4.12% 4.02%
Net profit (£2k ) (£509.9k )
Shareholders funds £1.45m £1.57m

The directors are confident that the business can maintain the current level of activity despite their expectation that the economic environment will remain difficult throughout the next year.

PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks that we face are those arising from competition in the marketplace particularly in the form of price and supply.
In addition, effective working capital management is required to ensure that products are available at the right time.

The provision of specialist knowledge is also key to adding value and achieving our aim of a quality service and so retention of experienced and knowledgeable staff is a risk we face.

Used vehicle price volatility can also present a significant risk in the event that the market price moves rapidly between the point of purchase and the point of sale of a used vehicle. This leads to reduced margins and increased provisions on unsold stock. This risk is mitigated by a combination of regular monitoring of the used vehicle market by the company used car buyers, a focus on stock turn to reduce the length of time that used vehicles are held in stock, and regular review and re-pricing to ensure that vehicles are priced competitively in the market.

ON BEHALF OF THE BOARD:





J R Atherton - Director


8 July 2026

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

REPORT OF THE DIRECTORS
for the year ended 31 December 2025

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

PRINCIPAL ACTIVITIES
The principal activities of the company in the year under review were those of motor car dealers and motor engineers.

DIVIDENDS
Interim dividends per share were paid as follows:
2,531 - 31 January 2025
2,531 - 28 February 2025
2,531 - 31 March 2025
2,531 - 30 April 2025
2,531 - 31 May 2025
2,531 - 30 June 2025
2,531 - 31 July 2025
2,531 - 31 August 2025
2,531 - 30 September 2025
2,531 - 31 October 2025
2,531 - 30 November 2025
2,531 - 31 December 2025
30,372

The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 December 2025 will be £ 121,488 .

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

J R Atherton
S C Beckett

FINANCIAL INSTRUMENTS
The company uses a number of financial instruments which include loans, cash and other various items such as trade debtors and trade creditors which arise directly from its operations.

The existence of these financial instruments exposes the company to a number of financial risks, which are described in more detail below.

The directors review and agree policies for the management of each of these risks which are noted below.

Liquidity risk
The company seeks to manage risk by ensuring sufficient liquidity is available to meet operating requirements.

Market risk
Recent uncertainty in financial markets has dented consumer confidence. Steps taken by financial institutions to reduce exposure and risk have resulted in limiting available consumer credit. Initiatives led by the management team within the company have assisted in maintaining a good level of retail finance penetration.

The company policy throughout the year has been to achieve its objective of managing interest rate risk through day to day involvement of management in business decisions rather than through setting maximum or minimum liquidity ratios.

Credit risk
The company's principal financial assets are freehold property, stock, cash and trade debtors. The credit risk associated with freehold property, stock and cash is limited and therefore the principal credit risk arises from its trade debtors.

To manage credit risk, the directors have implemented processes to ensure receipt of cleared funds for vehicle sales before the vehicle is released.

Other trade debtors require approved credit in advance which is supported by references and payment is required within the company's credit terms and hence credit risk is minimised.

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

REPORT OF THE DIRECTORS
for the year ended 31 December 2025


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 auditor is unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

AUDITOR
The auditors, Hewitt Card Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





J R Atherton - Director


8 July 2026

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
RAINWORTH MOTORS LIMITED

Opinion
We have audited the financial statements of Rainworth Motors Limited (the 'company') for the year ended 31 December 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 December 2025 and of its loss 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 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 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 Auditor 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.

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
RAINWORTH MOTORS LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 Auditor 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:

We have adopted a risk based approach based upon analytical procedures and knowledge of the clients systems and environment it operates in.

This enables us to design and perform audit procedures responsive to those risks; and obtain audit evidence that is sufficient and appropriate to provide a basis for the audit opinion.
To obtain an understanding of internal control where relevant to the audit to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the companys internal control.
To evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
To conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the entity's ability to continue as a going concern.

The likelihood of detecting irregularities is inherently difficult and we have designed our tests and procedures to reduce this risk.
- We have enquired of management and the company's solicitors around actual and potential litigation and claims.
- Review of company minutes of meetings of those charged with governance.
- Reviewing financial statements disclosure and testing supporting documentation to assess compliance with applicable laws and regulations.
- Review and testing of management override of controls, including through testing journal entries and other adjustments for appropriateness and evaluating the business rationale of significant transactions.

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 Auditor.

REPORT OF THE INDEPENDENT AUDITOR TO THE MEMBERS OF
RAINWORTH MOTORS LIMITED


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 Auditor 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.




Mr Oliver Jenkins ACCA (Senior Statutory Auditor)
for and on behalf of Hewitt Card Limited
Statutory Auditor
70-72 Nottingham Road
Mansfield
Nottinghamshire
NG18 1BN

8 July 2026

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

INCOME STATEMENT
for the year ended 31 December 2025

31.12.25 31.12.24
Notes £    £   

TURNOVER 4 37,959,491 34,635,367

Cost of sales 36,395,021 33,243,361
GROSS PROFIT 1,564,470 1,392,006

Administrative expenses 1,176,163 2,646,796
OPERATING PROFIT/(LOSS) 6 388,307 (1,254,790 )

Interest receivable and similar income 5,594 6,765
393,901 (1,248,025 )
Amounts written off investments 8 10,000 -
383,901 (1,248,025 )

Interest payable and similar expenses 9 267,459 287,200
PROFIT/(LOSS) BEFORE TAXATION 116,442 (1,535,225 )

Tax on profit/(loss) 10 118,900 (286,316 )
LOSS FOR THE FINANCIAL YEAR (2,458 ) (1,248,909 )

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

OTHER COMPREHENSIVE INCOME
for the year ended 31 December 2025

31.12.25 31.12.24
Notes £    £   

LOSS FOR THE YEAR (2,458 ) (1,248,909 )


OTHER COMPREHENSIVE INCOME
Freehold property revaluation - 985,283
Depreciation on revalued property
Income tax relating to other comprehensive
income

-

(246,321

)
OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

-

738,962
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

(2,458

)

(509,947

)

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

BALANCE SHEET
31 December 2025

31.12.25 31.12.24
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 12 1 1
Tangible assets 13 3,990,896 4,007,706
Investments 14 65,000 75,000
4,055,897 4,082,707

CURRENT ASSETS
Stocks 15 3,934,952 4,727,542
Debtors 16 1,664,781 1,212,098
Cash at bank and in hand 174,224 333,786
5,773,957 6,273,426
CREDITORS
Amounts falling due within one year 17 7,041,569 7,544,343
NET CURRENT LIABILITIES (1,267,612 ) (1,270,917 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

2,788,285

2,811,790

CREDITORS
Amounts falling due after more than one year 18 (997,347 ) (1,015,806 )

PROVISIONS FOR LIABILITIES 21 (336,099 ) (217,199 )
NET ASSETS 1,454,839 1,578,785

CAPITAL AND RESERVES
Called up share capital 22 4 4
Share premium 30,624 30,624
Revaluation reserve 720,355 738,962
Retained earnings 703,856 809,195
SHAREHOLDERS' FUNDS 1,454,839 1,578,785

The financial statements were approved by the Board of Directors and authorised for issue on 8 July 2026 and were signed on its behalf by:





S C Beckett - Director


RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2025

Called up
share Retained Share Revaluation Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 January 2024 4 2,119,592 30,624 - 2,150,220

Changes in equity
Dividends - (61,488 ) - - (61,488 )
Total comprehensive income - (1,248,909 ) - 738,962 (509,947 )
Balance at 31 December 2024 4 809,195 30,624 738,962 1,578,785

Changes in equity
Dividends - (121,488 ) - - (121,488 )
Total comprehensive income - 16,149 - (18,607 ) (2,458 )
Balance at 31 December 2025 4 703,856 30,624 720,355 1,454,839

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

CASH FLOW STATEMENT
for the year ended 31 December 2025

31.12.25 31.12.24
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 515,426 (783,174 )
Interest paid (267,459 ) (287,200 )
Tax paid 60,435 (65,423 )
Net cash from operating activities 308,402 (1,135,797 )

Cash flows from investing activities
Purchase of tangible fixed assets (124,343 ) (455,408 )
Purchase of fixed asset investments - (10,000 )
Sale of tangible fixed assets 14,570 -
Interest received 5,594 6,765
Net cash from investing activities (104,179 ) (458,643 )

Cash flows from financing activities
New loans in year 132,000 750,000
Loan repayments in year (154,516 ) (159,289 )
Amounts (to)/from related party (22,207 ) 705,494
Amount introduced by directors 120,000 120,000
Amount withdrawn by directors (277,176 ) (308,418 )
Equity dividends paid (121,488 ) (61,488 )
Net cash from financing activities (323,387 ) 1,046,299

Decrease in cash and cash equivalents (119,164 ) (548,141 )
Cash and cash equivalents at beginning of
year

2

293,388

841,529

Cash and cash equivalents at end of year 2 174,224 293,388

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE CASH FLOW STATEMENT
for the year ended 31 December 2025

1. RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.25 31.12.24
£    £   
Profit/(loss) before taxation 116,442 (1,535,225 )
Depreciation charges 120,425 91,256
Loss on disposal of fixed assets 6,158 -
Amount written off investment 10,000 -
Finance costs 267,459 287,200
Finance income (5,594 ) (6,765 )
514,890 (1,163,534 )
Decrease in stocks 792,590 29,949
(Increase)/decrease in trade and other debtors (334,523 ) 458,200
Decrease in trade and other creditors (457,531 ) (107,789 )
Cash generated from operations 515,426 (783,174 )

2. CASH AND CASH EQUIVALENTS

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

Year ended 31 December 2025
31.12.25 1.1.25
£    £   
Cash and cash equivalents 174,224 333,786
Bank overdrafts - (40,398 )
174,224 293,388
Year ended 31 December 2024
31.12.24 1.1.24
£    £   
Cash and cash equivalents 333,786 841,529
Bank overdrafts (40,398 ) -
293,388 841,529


RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE CASH FLOW STATEMENT
for the year ended 31 December 2025

3. ANALYSIS OF CHANGES IN NET DEBT

At 1.1.25 Cash flow At 31.12.25
£    £    £   
Net cash
Cash at bank and in hand 333,786 (159,562 ) 174,224
Bank overdrafts (40,398 ) 40,398 -
293,388 (119,164 ) 174,224
Debt
Debts falling due within 1 year (157,736 ) 4,057 (153,679 )
Debts falling due after 1 year (1,015,806 ) 18,459 (997,347 )
(1,173,542 ) 22,516 (1,151,026 )
Total (880,154 ) (96,648 ) (976,802 )

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 December 2025

1. STATUTORY INFORMATION

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

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


2. STATEMENT OF COMPLIANCE

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

3. ACCOUNTING POLICIES

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

These financial statements have been prepared in accordance with applicable United Kingdom accounting standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ('FRS 102'), and with the Companies Act 2006. The financial statements have been prepared on the historical cost basis except for the modification to a fair value basis for certain financial instruments as specified in the accounting policies below.

Going concern
After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services.

Sale of goods
Turnover from the sale of goods is recognised when;
- the significant risks and rewards of ownership of the goods has transferred to the buyer
- the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold
- the amount of turnover can be measured reliably
- it is probable that the economic benefits associated with the transaction will flow to the company
- the costs incurred or to be incurred in respect of the transaction can be measured reliably

Rendering of services
Turnover from a contract to provide services is recognised in the period by reference to the stage of completion of the contract when all of the following conditions are satisfied;
- the amount of turnover can be measured reliably
- it is probable that the economic benefits associated with the services will flow to the company
- the stage of completion of the contract at the reporting date can be measured reliably
- the costs incurred and the costs to complete the contract can be measured reliably

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

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Freehold property - 2% on cost
Plant and machinery - 25% on reducing balance
Fixtures and fittings - 25% on reducing balance
Motor vehicles - 25% on reducing balance
Computer equipment - Straight line over 3 years

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

3. ACCOUNTING POLICIES - continued

Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell.

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

Consignment stock
Consignment vehicles which bear considerably more of the risks and responsibilities of ownership are regarded effectively as being under the control of the company and, in accordance with FRS 102 are included in stocks on the balance sheet, although legal title has not passed to the company. The corresponding liability is included as new vehicle funding and is secured directly on these vehicles.

Financial instruments
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties and loans to and from related parties

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. However if the arrangements or a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Income Statement.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the Company would receive for the asset if it were sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.

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.


RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

3. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

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

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

4. TURNOVER

The turnover and profit (2024 - loss) before taxation are attributable to the principal activities of the company.

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

31.12.25 31.12.24
£    £   
Sale of goods 35,974,964 32,871,315
Sales of services 1,984,527 1,764,052
37,959,491 34,635,367

5. EMPLOYEES AND DIRECTORS
31.12.25 31.12.24
£    £   
Wages and salaries 1,454,186 1,564,540
Social security costs 155,483 182,727
Other pension costs 55,828 56,968
1,665,497 1,804,235

The average number of employees during the year was as follows:
31.12.25 31.12.24

Employees 58 59

31.12.25 31.12.24
£    £   
Directors' remuneration 12,000 12,000

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

6. OPERATING PROFIT/(LOSS)

The operating profit (2024 - operating loss) is stated after charging:

31.12.25 31.12.24
£    £   
Hire of plant and machinery 100,914 100,491
Other operating leases 39,569 51,077
Depreciation - owned assets 120,425 91,256
Loss on disposal of fixed assets 6,158 -
Auditors' remuneration 11,321 12,419

7. EXCEPTIONAL ITEMS
31.12.25 31.12.24
£    £   
Exceptional items - (1,494,822 )

In the prior year, the company granted a loan to unrelated company. This company has entered in administration in September 2024 and the debt has been deemed irrecoverable.

8. AMOUNTS WRITTEN OFF INVESTMENTS
31.12.25 31.12.24
£    £   
Amounts written off investment 10,000 -

9. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.25 31.12.24
£    £   
Stocking loan interest 183,904 219,655
Loan interest 83,555 67,545
267,459 287,200

10. TAXATION

Analysis of the tax charge/(credit)
The tax charge/(credit) on the profit for the year was as follows:
31.12.25 31.12.24
£    £   
Current tax:
UK corporation tax - (111,564 )
In respect of previous year - (47,041 )
Total current tax - (158,605 )

Deferred tax:
Origination and reversal of
timing differences 118,900 (127,711 )
Tax on profit/(loss) 118,900 (286,316 )

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

10. TAXATION - continued

Reconciliation of total tax charge/(credit) included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.25 31.12.24
£    £   
Profit/(loss) before tax 116,442 (1,535,225 )
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of
25% (2024 - 25%)

29,111

(383,806

)

Effects of:
Expenses not deductible for tax purposes 4,039 -
Depreciation in excess of capital allowances 11,891 14,066
Utilisation of tax losses (45,041 ) 250,879
Adjustments to tax charge in respect of previous periods - (47,041 )
Deferred taxation 118,900 (127,711 )
Losses carried forward - 118,860
Prior year tax refund - (111,563 )

Total tax charge/(credit) 118,900 (286,316 )

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 31 December 2025.

31.12.24
Gross Tax Net
£    £    £   
Freehold property revaluation 985,283 (246,321 ) 738,962

11. DIVIDENDS
31.12.25 31.12.24
£    £   
Ordinary shares of £1 each
Interim 121,488 61,488

12. INTANGIBLE FIXED ASSETS
Goodwill
£   
COST
At 1 January 2025
and 31 December 2025 1
NET BOOK VALUE
At 31 December 2025 1
At 31 December 2024 1

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

13. TANGIBLE FIXED ASSETS
Fixtures
Freehold Plant and and
property machinery fittings
£    £    £   
COST OR VALUATION
At 1 January 2025 4,537,861 439,096 190,641
Additions 1,458 21,367 73,853
Disposals - - -
At 31 December 2025 4,539,319 460,463 264,494
DEPRECIATION
At 1 January 2025 739,203 312,731 168,144
Charge for year 50,004 35,297 12,893
Eliminated on disposal - - -
At 31 December 2025 789,207 348,028 181,037
NET BOOK VALUE
At 31 December 2025 3,750,112 112,435 83,457
At 31 December 2024 3,798,658 126,365 22,497

Motor Computer
vehicles equipment Totals
£    £    £   
COST OR VALUATION
At 1 January 2025 128,695 170,579 5,466,872
Additions 22,500 5,165 124,343
Disposals (33,044 ) - (33,044 )
At 31 December 2025 118,151 175,744 5,558,171
DEPRECIATION
At 1 January 2025 85,577 153,511 1,459,166
Charge for year 12,002 10,229 120,425
Eliminated on disposal (12,316 ) - (12,316 )
At 31 December 2025 85,263 163,740 1,567,275
NET BOOK VALUE
At 31 December 2025 32,888 12,004 3,990,896
At 31 December 2024 43,118 17,068 4,007,706

Cost or valuation at 31 December 2025 is represented by:

Fixtures
Freehold Plant and and
property machinery fittings
£    £    £   
Valuation in 2024 615,681 - -
Cost 3,923,638 460,463 264,494
4,539,319 460,463 264,494

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

13. TANGIBLE FIXED ASSETS - continued

Motor Computer
vehicles equipment Totals
£    £    £   
Valuation in 2024 - - 615,681
Cost 118,151 175,744 4,942,490
118,151 175,744 5,558,171

Freehold land and buildings were valued on an open market basis on 31 December 2024 by DWPS (UK) Limited .

14. FIXED ASSET INVESTMENTS
Unlisted
investment
£   
COST
At 1 January 2025 75,000
Impairments (10,000 )
At 31 December 2025 65,000
NET BOOK VALUE
At 31 December 2025 65,000
At 31 December 2024 75,000

15. STOCKS
31.12.25 31.12.24
£    £   
Stocks 3,934,952 4,727,542

Consignment vehicles which bear considerably more of the risks and responsibilities of ownership are regarded effectively as being under the control of the company and, in accordance with FRS 102 are included in stocks on the balance sheet, although legal title has not passed to the company. The corresponding liability is included as new vehicle funding and is secured directly on these vehicles.

Stocks held under stocking loan and hire purchase agreements are secured against the individual vehicles in which amounts are advanced against.

Consignment stock accounts for £772,385 of total stock in the current year (2024: £1,528,587).

16. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.25 31.12.24
£    £   
Trade debtors 803,001 604,880
Amounts owed by group undertakings 183,064 123,064
Other debtors 560 7,374
Directors' current accounts 344,192 187,016
Tax 75,221 174,237
Prepayments 258,743 115,527
1,664,781 1,212,098

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.25 31.12.24
£    £   
Bank loans and overdrafts (see note 19) 153,679 150,077
Other loans (see note 19) - 48,057
Trade creditors 628,980 778,522
Amounts owed to group undertakings 2,319,720 2,281,927
Tax 12,547 51,128
Social security and other taxes 61,981 54,080
VAT 198,896 46,682
Other creditors 97,153 58,979
Vehicle stocking loans 3,429,354 3,814,020
Accrued expenses 139,259 260,871
7,041,569 7,544,343

18. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
31.12.25 31.12.24
£    £   
Bank loans (see note 19) 997,347 1,015,806

19. LOANS

An analysis of the maturity of loans is given below:

31.12.25 31.12.24
£    £   
Amounts falling due within one year or on demand:
Bank overdrafts - 40,398
Bank loans 153,679 109,679
Other loans - 48,057
153,679 198,134

Amounts falling due between one and two years:
Bank loans - 1-2 years 200,679 112,679

Amounts falling due between two and five years:
Bank loans - 2-5 years 349,121 349,121

Amounts falling due in more than five years:

Repayable by instalments
Bank loan 447,547 554,006

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

20. SECURED DEBTS

The following secured debts are included within creditors:

31.12.25 31.12.24
£    £   
Bank overdraft - 40,398
Bank loans 1,151,026 1,125,485
VW stocking loan 3,429,354 3,814,020
4,580,380 4,979,903

The bank overdraft and bank loan borrowing is secured by a fixed and floating charge over all the assets and undertakings of the Vision Automotive (UK) Group Ltd group together with a personal guarantee and indemnity from J R Atherton and S C Beckett.

The VW stocking loan is secured against the individual vehicles in which amounts are advanced against.

Other stocking loans are also secured against the individual vehicles in which amounts are advanced against.

21. PROVISIONS FOR LIABILITIES
31.12.25 31.12.24
£    £   
Deferred taxation 336,099 217,199

Deferred
tax
£   
Balance at 1 January 2025 217,199
Charge to Income Statement during year 118,900
Balance at 31 December 2025 336,099

22. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.25 31.12.24
value: £    £   
4 Ordinary £1 4 4

23. ULTIMATE PARENT COMPANY

Vision Automotive (UK) Group Limited is regarded by the directors as being the company's ultimate parent company.

The registered office is Rainworth Motors Limited, Sherwood Oaks Business Park, Mansfield, Nottinghamshire, NG18 4GF.

RAINWORTH MOTORS LIMITED (REGISTERED NUMBER: 03916851)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2025

24. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the years ended 31 December 2025 and 31 December 2024:

31.12.25 31.12.24
£    £   
J R Atherton
Balance outstanding at start of year 50,624 (36,928 )
Amounts advanced 102,517 147,552
Amounts repaid (60,000 ) (60,000 )
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 93,141 50,624

S C Beckett
Balance outstanding at start of year 136,392 35,526
Amounts advanced 174,659 160,866
Amounts repaid (60,000 ) (60,000 )
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 251,051 136,392