Setco Automotive (UK) Limited Company accounts
Setco Automotive (UK) Limited Company accounts
COMPANY REGISTRATION NUMBER:
5628324
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FINANCIAL STATEMENTS |
YEAR ENDED 31 MARCH 2020
Contents |
Pages |
Officers and professional advisers
1
Strategic report
2 to 3
Directors' report
4 to 5
Independent auditor's report to the members
6 to 8
Profit and loss account
9
Balance sheet
10
Statement of changes in equity
11
Statement of cash flows
12
Notes to the financial statements
13 to 22
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OFFICERS AND PROFESSIONAL ADVISERS |
The board of directors |
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Company secretary |
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Registered office |
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Auditor |
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Chartered Accountants & statutory auditor |
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35 Westgate |
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Huddersfield |
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HD1 1PA |
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Bankers |
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10 Market Place |
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Bradford |
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BD1 1XW |
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Solicitors |
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3 The Quadrant |
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Warwick Road |
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Coventry |
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CV1 2DY |
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STRATEGIC REPORT |
YEAR ENDED 31 MARCH 2020
The directors present their report for the financial year ended 31 March 2020. Principal activity and business review
The principal activity of the company during the year continued to be the assembly and distribution of clutches and associated products within the commercial vehicle sector
. The subsidiary company also operates in this sector. Performance and developments during the year The company incurred a loss of £1,038,531 compared with a restated loss of £881,654 in 2019. This loss included a net group interest charge of £815,783 (2019: £744,079). The company has not recognised a revaluation uplift on land and buildings this year (2019: £298,568). The UK operation is also dependent on supply from the parent company on an arms-length pricing formula. At the operational EBITDA level excluding irrecoverable overseas taxes the company continued to post a positive return. In the 2020 financial year, turnover was £2,718,119, a decrease of 14.4% over the previous year as a result of overall economic slow-down in general and in MHCV segment in particular. The group strategy of maximising export sales is beginning to bear fruit and now accounts for a significant proportion of overall revenue. However, margins are lower than home trade and this impacts on the UK site profitability. Balancing this to the overall group strategy is the fact that this export growth consumes a a higher proportion of internally manufactured products. Behind the overall operational results, the principal focus of the UK operation remains to develop for the parent company new product groups and individual series product designs. The UK operation is tasked with identifying and delivering a sustainable market development strategy in its areas of responsibility, utilising the world class manufacturing facilities in India backed by a quality product. Principal risks and uncertainties The company maintains strong relationships with each of its customers and has established credit control parameters. Foreign currency exposure is managed through various hedging arrangements. Financial instruments The company's principal financial instruments comprise bank balances, trade creditors, trade debtors and loans from the parent company. The main purpose of these instruments is to raise funds for the company's operations and to finance the company's operations. Price risk is managed by monitoring and reacting to changes in market rates. The company's approach to managing other risks applicable to the financial instruments concerned is shown below. In respect of loans these comprise loans from the parent company. The company manages the liquidity risk by ensuring there are sufficient funds to meet the payments. The loans from the parent company over 180 days carry an interest charge of 11.07%. Trade debtors are managed in respect of credit and cash flow by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. Credit insurance arrangements are also in place. Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. Research and development The company continues to track and make use of technical developments and strives to develop new processes that increase efficiency in all aspects of the company's operations. The focus for the dedicated R&D team is to further develop the product range, improve the engineering facilities and enhance the technical knowledge required to meet the expectations of the major European OEMs. Financial key performance indicators The directors use a range of key performance indicators to aid management of the company. These include measures on orders received and outstanding, gross margin achieved, cash generation and stock turnover. Outlook COVID-19 lockdown in the UK and across Europe has had a major negative impact on trading during April and May 2020, though some recovery has been evident thereafter. The Government Coronavirus Job Retention Scheme (or furlough scheme) has been well utilised by the company and has helped to replenish some of the financial losses endured by the company during lockdown. The directors continue to examine opportunities for further development of the business and its efficiencies. Various cost rationalisation initiatives have been implemented during 2020 and would extend well into 2021. This, coupled with management focus on a. Introduction of clutch related truck components b. Introduction of non-clutch related truck components c. Independent 'Business to Consumer' e-commerce platform d. Distribution of machined iron castings into UK and Europe will result in substantial improvement in company's performance. Considering the results of the current financial year up to the date of this report, the directors are reasonably confident the company can continue to trade for at the least the next twelve months from the date of approval of these financial statements. They have received assurances from the parent company that, if necessary, the parent company will provide additional working capital facilities and subordinate amounts owed to it in favour of amounts owed to external creditors.
This report was approved by the board of directors on 24 August 2020 and signed on behalf of the board by:
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Director |
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DIRECTORS' REPORT |
YEAR ENDED 31 MARCH 2020
The directors present their report and the financial statements of the company for the year ended
31 March 2020
.
Principal activities
Directors
The directors who served the company during the year were as follows:
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(Appointed
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None of the directors hold any shares in the company.
U H Sheth
and J B S Gujral
hold 27,628,630 and 20,000 shares respectively in the parent company, Setco Automotive Limited. J B Sumner
resigned as a director on 30 April 2020.
Dividends
The directors do not recommend the payment of a dividend.
Disclosure of information in the strategic report
Directors' responsibilities statement
Each of the persons who is a director at the date of approval of this report confirms that:
-
so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board of directors on
24 August 2020
and signed on behalf of the board by:
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Director |
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF
|
YEAR ENDED 31 MARCH 2020
Opinion
Basis for opinion
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
-
the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
-
the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
Emphasis of matter
Other information
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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
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the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
Responsibilities of directors
Auditor's responsibilities for the audit of the financial statements
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.
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(Senior Statutory Auditor) |
For and on behalf of |
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Chartered Accountants & statutory auditor |
35 Westgate |
Huddersfield |
HD1 1PA |
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PROFIT AND LOSS ACCOUNT |
YEAR ENDED 31 MARCH 2020
2020 |
2019 |
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Note |
£ |
£ |
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Turnover |
4 |
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Cost of sales |
(
|
(
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------------ |
------------ |
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Gross profit |
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Distribution costs |
(
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(
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Administrative expenses |
(
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(
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Other operating income |
5 |
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|
Stock write down |
(
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(
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------------ |
------------ |
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Operating loss |
6 |
(
|
(
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Interest payable and similar expenses |
10 |
(
|
(
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------------ |
------------ |
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Loss before taxation |
(
|
(
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Tax on loss from ordinary activities |
11 |
– |
– |
------------ |
------------ |
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Loss for the financial year |
(
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(
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------------ |
------------ |
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Revaluation of tangible assets |
– |
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------------ |
------------ |
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Total comprehensive income for the year |
(
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(
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------------ |
------------ |
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All the activities of the company are from continuing operations.
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BALANCE SHEET |
2020 |
2019 |
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Note |
£ |
£ |
Fixed assets
Tangible assets |
13 |
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Investments |
14 |
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------------ |
------------ |
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Current assets
Stocks |
15 |
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Debtors |
16 |
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Cash at bank and in hand |
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------------ |
------------ |
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Creditors: amounts falling due within one year |
17 |
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Net current liabilities |
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------------ |
------------ |
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Total assets less current liabilities |
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Creditors: amounts falling due after more than one year |
19 |
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------------ |
------------ |
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Net (liabilities)/assets |
(
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------------ |
------------ |
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Capital and reserves
Called up share capital |
22 |
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Revaluation reserve |
23 |
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Profit and loss account |
23 |
(
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(
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------------ |
------------ |
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Shareholders (deficit)/funds |
(
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------------ |
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These financial statements were approved by the
board of directors
and authorised for issue on
24 August 2020
, and are signed on behalf of the board by:
|
Director |
Company registration number:
5628324
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STATEMENT OF CHANGES IN EQUITY |
YEAR ENDED 31 MARCH 2020
Called up share capital |
Revaluation reserve |
Profit and loss account |
Total |
|||
Note |
£ |
£ |
£ |
£ |
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At 1 April 2018 (as previously reported) |
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|
(
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Effects of changes in accounting policies |
– |
– |
1,330,770 |
1,330,770 |
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------------ |
------------ |
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------------ |
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At 1 April 2018 (restated) |
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(
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------------ |
------------ |
------------ |
------------ |
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Loss for the year |
(
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(
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||||
Other comprehensive income for the year: |
||||||
Revaluation of tangible assets |
13 |
– |
|
– |
|
|
Reclassification from revaluation reserve to profit and loss account |
– |
(
|
|
– |
||
------------ |
------------ |
------------ |
------------ |
|||
Total comprehensive income for the year |
– |
|
(
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(
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||
At 31 March 2019 |
|
|
(
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Loss for the year |
(
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(
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||||
Other comprehensive income for the year: |
||||||
Reclassification from revaluation reserve to profit and loss account |
– |
(
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|
– |
||
------------ |
------------ |
------------ |
------------ |
|||
Total comprehensive income for the year |
– |
(
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(
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(
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||
------------ |
------------ |
------------ |
------------ |
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At 31 March 2020 |
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|
(
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(
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------------ |
------------ |
------------ |
------------ |
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STATEMENT OF CASH FLOWS |
YEAR ENDED 31 MARCH 2020
2020 |
2019 |
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£ |
£ |
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Cash flows from operating activities
Loss for the financial year |
(
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(
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Adjustments for: |
||
Depreciation of tangible assets |
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Amortisation of intangible assets |
– |
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Interest payable and similar expenses |
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Changes in: |
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Stocks |
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Trade and other debtors |
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(
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Trade and other creditors |
(
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(
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------------ |
------------ |
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Cash generated from operations |
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Interest paid |
(
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– |
------------ |
------------ |
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Net cash (used in)/from operating activities |
(
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------------ |
------------ |
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Cash flows from investing activities
Purchase of tangible assets |
(
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(
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------------ |
------------ |
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Net cash used in investing activities |
(
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(
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------------ |
------------ |
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Cash flows from financing activities
Proceeds from loans from group undertakings |
|
(
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Interest paid |
– |
(
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------------ |
------------ |
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Net cash from/(used in) financing activities |
|
(
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------------ |
------------ |
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Net increase in cash and cash equivalents |
|
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Cash and cash equivalents at beginning of year |
117,446 |
107,496 |
------------ |
------------ |
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Cash and cash equivalents at end of year |
|
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------------ |
------------ |
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NOTES TO THE FINANCIAL STATEMENTS |
YEAR ENDED 31 MARCH 2020
1.
General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is York Avenue, Haslingden, Rossendale, Lancashire, BB4 4HU.
2.
Statement of compliance
3.
Accounting policies
Basis of preparation
Consolidated financial statements
The financial statements present information about the company as an individual undertaking. The company has taken advantage of the exemption in S401 Companies Act 2006 from the obligation to prepare and deliver consolidated financial statements as the results are included in the accounts of a larger group.
Going concern
Debtors and creditors receivable/payable within one year
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded attransaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.
Changes in accounting policies
Judgements and key sources of estimation uncertainty
Revenue recognition
Foreign currencies
Operating leases
Intangible assets
Amortisation
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:
Development costs |
- |
|
|
If there is an indication that there has been a significant change in the revenue generation, useful life or residual value of an intangible asset, the amortisation rate is revised accordingly to reflect the new estimates.
Tangible assets
Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
Freehold property |
- |
|
|
Plant & machinery |
- |
|
|
Computer equipment |
- |
3 years straight line
|
|
Investments
Investments are initially recorded at cost and are subject to an annual impairment review. Profits or losses arising from disposals of fixed asset investments are treated as part of the results from ordinary activities. Revaluations of investments are recorded through the profit and loss account.
Impairment of fixed assets
Stocks
Financial instruments
Defined contribution plans
4.
Turnover
Turnover arises from:
2020 |
2019 |
|
£ |
£ |
|
Sale of goods |
|
|
------------ |
------------ |
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The percentage of turnover attributable to overseas markets was 48% (2019: 51%).
5.
Other operating income
2020 |
2019 |
|
£ |
£ |
|
R&D tax credit |
|
|
------------ |
------------ |
|
6.
Operating profit
Operating profit or loss is stated after charging/crediting:
2020 |
2019 |
|
£ |
£ |
|
Amortisation of intangible assets |
– |
|
Depreciation of tangible assets |
|
|
Foreign exchange differences |
|
(
|
------------ |
------------ |
|
7.
Auditor's remuneration
2020 |
2019 |
|
£ |
£ |
|
Fees payable for the audit of the financial statements |
|
|
------------ |
------------ |
|
Fees payable to the company's auditor for other services:
Other non-audit services |
|
|
------------ |
------------ |
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8.
Staff costs
The average number of persons employed by the company during the year, including the directors, amounted to:
2020 |
2019 |
|
No. |
No. |
|
Production staff |
|
|
Administrative staff |
|
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------------ |
------------ |
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------------ |
------------ |
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The aggregate payroll costs incurred during the year, relating to the above, were:
2020 |
2019 |
|
£ |
£ |
|
Wages and salaries |
|
|
Social security costs |
|
|
Other pension costs |
|
|
------------ |
------------ |
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|
|
|
------------ |
------------ |
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9.
Directors' remuneration
The directors' aggregate remuneration in respect of qualifying services was:
2020 |
2019 |
|
£ |
£ |
|
Remuneration |
|
|
Company contributions to defined contribution pension plans |
|
|
------------ |
------------ |
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|
|
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------------ |
------------ |
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The number of directors who accrued benefits under company pension plans was as follows:
2020 |
2019 |
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No. |
No. |
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Defined contribution plans |
|
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------------ |
------------ |
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10.
Interest payable and similar expenses
2020 |
2019 |
|
£ |
£ |
|
Interest on banks loans and overdrafts |
|
|
Other interest payable and similar charges |
|
|
------------ |
------------ |
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|
|
|
------------ |
------------ |
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11.
Tax on loss from ordinary activities
Reconciliation of tax income
The tax assessed on the loss on ordinary activities for the year is higher than (2019: higher than) the
standard rate of corporation tax in the UK
of
19
% (2019:
19
%).
2020 |
2019 |
|
£ |
£ |
|
Loss on ordinary activities before taxation |
(
|
(
|
------------ |
------------ |
|
Loss on ordinary activities by rate of tax |
(
|
(
|
Effect of expenses not deductible for tax purposes |
|
(
|
R&D expenditure credits |
– |
|
Deferred tax not recognised |
|
|
------------ |
------------ |
|
Tax on loss |
– |
– |
------------ |
------------ |
|
The company has tax losses arising in the UK of £5.6m (2019: £4.5m) that are available for offset against future taxable profits.
Deferred tax assets have not been recognised in respect of these losses as the period over which they may be utilised is uncertain. They have been considered when assessing deferred tax in relation to the revaluation of property and investments.
12.
Intangible assets
Development costs |
|
£ |
|
Cost |
|
At 1 April 2019 and 31 March 2020 |
|
------------ |
|
Amortisation |
|
At 1 April 2019 and 31 March 2020 |
|
------------ |
|
Carrying amount |
|
At 31 March 2020 |
– |
------------ |
|
At 31 March 2019 |
– |
------------ |
|
13.
Tangible assets
Land and buildings |
Plant and machinery |
Equipment |
Total |
|
£ |
£ |
£ |
£ |
|
Cost |
||||
At 1 April 2019 |
|
|
|
|
Additions |
– |
|
|
|
------------ |
------------ |
------------ |
------------ |
|
At 31 March 2020 |
|
|
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|
------------ |
------------ |
------------ |
------------ |
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Depreciation |
||||
At 1 April 2019 |
|
|
|
|
Charge for the year |
|
|
|
|
------------ |
------------ |
------------ |
------------ |
|
At 31 March 2020 |
|
|
|
|
------------ |
------------ |
------------ |
------------ |
|
Carrying amount |
||||
At 31 March 2020 |
|
|
|
|
------------ |
------------ |
------------ |
------------ |
|
At 31 March 2019 |
|
|
|
|
------------ |
------------ |
------------ |
------------ |
|
Tangible assets held at valuation
In respect of tangible assets held at valuation, the aggregate cost, depreciation and comparable carrying amount that would have been recognised if the assets had been carried under the historical cost model are as follows:
Freehold property |
|
£ |
|
At 31 March 2020 |
|
Aggregate cost |
751,622 |
Aggregate depreciation |
(201,890) |
------------ |
|
Carrying value |
|
------------ |
|
At 31 March 2019 |
|
Aggregate cost |
751,622 |
Aggregate depreciation |
(187,619) |
------------ |
|
Carrying value |
|
------------ |
|
14.
Investments
Shares in group undertakings |
|
£ |
|
Cost |
|
At 1 April 2019 and 31 March 2020 |
|
------------ |
|
Impairment |
|
At 1 April 2019 and 31 March 2020 |
– |
------------ |
|
Carrying amount |
|
At 31 March 2020 |
|
------------ |
|
At 31 March 2019 |
|
------------ |
|
Subsidiaries, associates and other investments
Details of investments | Proportion held by company | Nature of business | ||
Setco Automotive (NA) Inc | 2,625 (2019: 2,625) shares of $1000 each | 100% | Manufacturing and distribution of | |
clutches, compressors, hydraulic pressure converters and miscellaneous parts. | ||||
2020 | 2019 | ||
£ | £ | ||
Capital and reserves | 1,755,384 | 1,817,619 | |
Loss (2019 profit) for the year | (164,142) | 233,629 | |
15.
Stocks
2020 |
2019 |
|
£ |
£ |
|
Goods for re-sale and consumables |
|
|
------------ |
------------ |
|
16.
Debtors
2020 |
2019 |
|
£ |
£ |
|
Trade debtors |
|
|
Amounts owed by group undertakings |
|
|
Prepayments and accrued income |
|
|
Other debtors |
|
|
------------ |
------------ |
|
|
|
|
------------ |
------------ |
|
17.
Creditors:
amounts falling due within one year
2020 |
2019 |
|
£ |
£ |
|
Trade creditors |
|
|
Amounts owed to group undertakings |
|
|
Accruals and deferred income |
|
|
Social security and other taxes |
|
|
Invoice discounting facility |
– |
|
Other creditors |
|
|
------------ |
------------ |
|
|
|
|
------------ |
------------ |
|
18.
Invoice discounting facility
The invoice discounting facility of £nil (2019: £40,243) disclosed in current liabilities represented advances made under invoice discounting arrangements with the company's bankers. The loan value was secured against book debts.
19.
Creditors:
amounts falling due after more than one year
2020 |
2019 |
|
£ |
£ |
|
Amounts owed to group undertakings |
|
|
------------ |
------------ |
|
20.
Secured indebtedness
2020 |
2019 |
||
£ |
£ |
||
Aggregate amount of secured liabilities |
– |
40,243 |
|
------------ |
------------ |
||
21.
Employee benefits
Defined contribution plans
The amount recognised in profit or loss as an expense in relation to defined contribution pension plans was £
21,992
(2019: £
36,063
).
22.
Called up share capital
Issued, called up and fully paid
2020 |
2019 |
|||
No. |
£ |
No. |
£ |
|
|
|
2,014,269 |
|
2,014,269 |
|
|
720,000 |
|
720,000 |
------------ |
------------ |
------------ |
------------ |
|
|
|
|
|
|
------------ |
------------ |
------------ |
------------ |
|
23.
Reserves
24.
Analysis of changes in net debt
At 1 Apr 2019 |
Cash flows |
At 31 Mar 2020 |
|
£ |
£ |
£ |
|
Cash at bank and in hand |
|
347,812 |
|
Debt due within one year |
(5,998,903) |
2,341,240 |
(3,657,663) |
Debt due after one year |
(1,000,000) |
(3,183,931) |
(4,183,931) |
------------ |
------------ |
------------ |
|
(
|
(
|
(
|
|
------------ |
------------ |
------------ |
|
|
NOTES TO THE FINANCIAL STATEMENTS (continued) |
YEAR ENDED 31 MARCH 2020
25.
Operating leases
The total future minimum lease payments under non-cancellable operating leases are as follows:
2020 |
2019 |
|
£ |
£ |
|
Not later than 1 year |
|
|
Later than 1 year and not later than 5 years |
|
|
------------ |
------------ |
|
|
|
|
------------ |
------------ |
|
26.
Related party transactions
27.
Controlling party