Specialist Cars Property (Stevenage) Lim - Limited company accounts 20.1

REGISTERED NUMBER: 06051799

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2020

for

Specialist Cars Property (Stevenage)

Limited

Page

Company Information

1

Report of the Directors

2

Independent Auditors' Report

3

Income Statement

7

Other Comprehensive Income

8

Statement of Financial Position

9

Statement of Changes in Equity

10

Statement of Cash Flows

11

Notes to the Statement of Cash Flows

12

Notes to the Financial Statements

13

Directors:

C M Fletcher

M J Donovan

Secretary:

C M James

Registered office:

C/o Specialist Cars Ltd

Arlington Business Park

Gunnels Wood Road

Stevenage

Hertfordshire

SG1 2BE

Registered number:

06051799

Auditors:

Benjamin Taylor Diner Limited

120 New Cavendish Street,

London

W1W 6XX

The directors present their report with the financial statements of the company for the year ended 31 December 2020.

Directors

The directors shown below have held office during the whole of the period from 1 January 2020 to the date of this report.

C M Fletcher

M J Donovan

Statement of directors' responsibilities

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

Statement as to disclosure of information to auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he 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 auditors are aware of that information.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

On behalf of the board:

C M James - Secretary

29 June 2021

Opinion

We have audited the financial statements of Specialist Cars Property (Stevenage) Limited (the 'company') for the year ended 31 December 2020 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, 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 2020 and of its profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Auditors' Report 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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; or

-	the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The extent to which the audit was considered capable of detecting irregularities including fraud

We considered the nature of the company's business and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We also obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act, tax legislation; and laws which 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.

We discussed among the audit engagement team the opportunities and incentives that may exist within the company for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we assessed the appropriateness of journal entries and other adjustments, and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

- reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- enquiring of management as to any actual and or potential litigation and claims, and instances of non-compliance with laws and regulations; and

- reading minutes of meetings of those charged with governance.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

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 Auditors' Report.

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 an Auditors' 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.

Jeffrey Diner FCA (Senior Statutory Auditor)

for and on behalf of Benjamin Taylor Diner Limited

120 New Cavendish Street,

London

W1W 6XX

29 June 2021

Turnover

800,000

800,000

Administrative expenses

273,539

282,726

Operating profit

4

526,461

517,274

Income from fixed asset investments

-

1,064,253

526,461

1,581,527

Interest payable and similar expenses

6

196,991

207,885

Profit before taxation

329,470

1,373,642

Tax on profit

7

61,376

-

Profit for the financial year

268,094

1,373,642

Profit for the year

268,094

1,373,642

Other comprehensive income

-

-

Total comprehensive income for the year

268,094

1,373,642

Fixed assets

Investment property

8

12,465,000

12,465,000

Current assets

Debtors

9

-

5,625

Cash at bank

105,081

451,310

105,081

456,935

Creditors: amounts falling due within one year

10

1,366,311

1,786,261

Net current liabilities

(1,261,230

)

(1,329,326

)

Total assets less current liabilities

11,203,770

11,135,674

Creditors: amounts falling due after more than one year

11

4,766,619

4,966,617

Net assets

6,437,151

6,169,057

Capital and reserves

Called up share capital

14

1

1

Non-distributable fair value

15

1,950,695

1,950,695

Retained earnings

15

4,486,455

4,218,361

Shareholders' funds

6,437,151

6,169,057

The financial statements were approved by the Board of Directors and authorised for issue on 29 June 2021 and were signed on its behalf by:

C M Fletcher - Director

M J Donovan - Director

Called up

Non-distributable

share

Retained

fair

Total

capital

earnings

value

equity

£

£

£

£

Balance at 1 January 2019

1

3,908,972

886,442

4,795,415

Changes in equity

Total comprehensive income

-

309,389

1,064,253

1,373,642

Balance at 31 December 2019

1

4,218,361

1,950,695

6,169,057

Changes in equity

Total comprehensive income

-

268,094

-

268,094

Balance at 31 December 2020

1

4,486,455

1,950,695

6,437,151

Cash flows from operating activities

Cash generated from operations

1

530,687

553,162

Interest paid

(196,991

)

(207,885

)

Net cash from operating activities

333,696

345,277

Cash flows from investing activities

Investment property additions

-

(10,747

)

Net cash from investing activities

-

(10,747

)

Cash flows from financing activities

Loan repayments in year

(199,998

)

(399,996

)

Proceeds from loans to group undertaking

(479,927

)

292,187

Net cash from financing activities

(679,925

)

(107,809

)

(Decrease)/increase in cash and cash equivalents

(346,229

)

226,721

Cash and cash equivalents at beginning of year

2

451,310

224,589

Cash and cash equivalents at end of year

2

105,081

451,310

1.	Reconciliation of profit before taxation to cash generated from operations

31.12.20

31.12.19

£

£

Profit before taxation

329,470

1,373,642

Finance costs

196,991

207,885

Finance income

-

(1,064,253

)

526,461

517,274

Decrease in trade and other debtors

5,625

39,375

Decrease in trade and other creditors

(1,399

)

(3,487

)

Cash generated from operations

530,687

553,162

2.	Cash and cash equivalents

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2020

31.12.20

1.1.20

£

£

Cash and cash equivalents

105,081

451,310

Year ended 31 December 2019

31.12.19

1.1.19

£

£

Cash and cash equivalents

451,310

224,589

3.	Analysis of changes in net debt

At 1.1.20

Cash flow

At 31.12.20

£

£

£

Net cash

Cash at bank

451,310

(346,229

)

105,081

451,310

(346,229

)

105,081

Debt

Debts falling due within 1 year

(399,996

)

-

(399,996

)

Debts falling due after 1 year

(4,966,617

)

199,998

(4,766,619

)

(5,366,613

)

199,998

(5,166,615

)

Total

(4,915,303

)

(146,231

)

(5,061,534

)

1.	Statutory information

The Company is a private company limited by shares, incorporated in England and Wales. Its registered office is Arlington Business Park, Gunnels Wood Road, Stevenage, Hertfordshire, SG1 2BE.

The company's principal business activity is that of a property investment company. The company's main asset, the freehold property at Arlington Business Park, Stevenage, is being used by fellow subsidiary, Specialist Cars Limited as a BMW / Mini franchise.

2.	Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

The financial statements are prepared in sterling, which is the functional currency of the entity.

Turnover

Turnover is measured at the fair value of the consideration receivable and represents amounts receivable for the rental of the property at Arlington Business Park, Stevenage by fellow subsidiary, Specialist Cars Limited, stated net of discounts and of Value Added Tax.

Investment property

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

Financial instruments

A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument.

Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Debt instruments are subsequently measured at amortised cost.

Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment.

Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.

For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics.

Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

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 statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Going concern

After making enquiries, 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.

Judgements and key sources of estimation uncertainty

In the application of the entities accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The financial statements do not included any significant judgements or estimates.

Disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

In the opinion of the directors, the ultimate and controlling party is Specialist Cars Holdings Limited, a company incorporated in England. As Specialist Cars Holdings Limited prepares publically available consolidated accounts which include the results of Specialist Cars Property (Stevenage) Limited, the company is taking advantage of the exemptions granted by FRS 102 as stated above

Copies of the group financial statements can be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

3.	Employees and directors

31.12.20

31.12.19

£

£

Wages and salaries

241,157

241,197

Social security costs

30,646

27,693

271,803

268,890

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

31.12.20

31.12.19

Management staff

3

3

31.12.20

31.12.19

£

£

Directors' remuneration

240,000

240,000

Information regarding the highest paid director is as follows:

31.12.20

31.12.19

£

£

Emoluments etc

120,000

120,000

4.	Operating profit

The operating profit is stated after charging:

31.12.20

31.12.19

£

£

Auditors' remuneration

1,200

1,000

Taxation compliance services

500

2,950

5.	Fair value gains on investment properties

31.12.20

31.12.19

£

£

Fair value movement on investment property

-

1,064,253

6.

Interest payable and similar expenses

31.12.20

31.12.19

£

£

Loan interest payable

196,991

207,885

7.

Taxation

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

31.12.20

31.12.19

£

£

Current tax:

UK corporation tax

61,376

-

Tax on profit

61,376

-

UK corporation tax was charged at 19%) in 2019.

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.20

31.12.19

£

£

Profit before tax

329,470

1,373,642

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2019 - 19%)

62,599

260,992

Effects of:

Expenses not deductible for tax purposes

-

(202,209

)

Capital allowances in excess of depreciation

(1,223

)

(1,492

)

Utilisation of tax losses

-

(57,291

)

Total tax charge

61,376

-

8.	Investment property

Total

£

Fair value

At 1 January 2020

and 31 December 2020

12,465,000

Net book value

At 31 December 2020

12,465,000

At 31 December 2019

12,465,000

Fair value at 31 December 2020 is represented by:

£

Valuation in 2007

1,506,166

Valuation in 2010

(2,275,000

)

Valuation in 2015

2,475,000

Valuation in 2017

188,698

Valuation in 2018

(1,008,422

)

Valuation in 2019

1,064,253

Cost

10,514,305

12,465,000

Freehold land and buildings were valued at £12,465,000 on the 31st December 2019, on a fair value basis by Tom Poynton MRICS and Adam Chapman MRICS.

The directors consider there to be no material change in the fair value of the property as at 31st December 2020.

The historical cost of the property is £10,514,305.

9.

Debtors: amounts falling due within one year

31.12.20

31.12.19

£

£

Trade debtors

-

5,625

10.

Creditors: amounts falling due within one year

31.12.20

31.12.19

£

£

Other loans (see note 12)

399,996

399,996

Amounts owed to group undertakings

867,250

1,347,177

Tax

61,376

-

Social security and other taxes

11,722

10,650

Other creditors

24,442

17,072

Accruals and deferred income

1,525

11,366

1,366,311

1,786,261

Amounts owed to group undertakings are unsecured, repayable on demand and interest free.

11.

Creditors: amounts falling due after more than one year

31.12.20

31.12.19

£

£

Other loans (see note 12)

4,766,619

4,966,617

The amount due as other loans is a loan from BMW Financial Services (GB) Limited which is secured by a legal charge over the company's freehold property situated at Gunnels Wood Road, Stevenage.

12.

Loans

An analysis of the maturity of loans is given below:

31.12.20

31.12.19

£

£

Amounts falling due within one year or on demand:

Other loans

399,996

399,996

Amounts falling due between one and two years:

Other loans - 1-2 years

399,996

399,996

Amounts falling due between two and five years:

Other loans - 2-5 years

1,199,988

1,199,988

Amounts falling due in more than five years:

Repayable by instalments

Other loans more 5yrs instal

3,166,635

3,366,633