Rusdene Services Limited - Limited company accounts 22.3

REGISTERED NUMBER: 02040250 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2022

FOR

RUSDENE SERVICES LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

P S Lodge

O R Lodge

D R Lodge

REGISTERED OFFICE:

Units Hamble IV and V

Old Hambledon Racecourse

Wallops Wood, Sheardley Lane

Droxford

Hampshire

SO32 3QY

REGISTERED NUMBER:

02040250 (England and Wales)

AUDITORS:

Martin and Company

Audit Limited

25 St Thomas Street

Winchester

Hampshire

SO23 9HJ

The directors present their strategic report for the year ended 30 September 2022.

REVIEW OF BUSINESS

The profit and loss account is set out on page 7 and shows turnover for the year of £30,022,248 (2021: £21,845,073) and profit before taxation for the year of £1,768,985 (2020: £1,364,268).

Fuel sales increased from £14,246,247 in 2020/21 to £21,950,214, this is due to an increase in the volume of fuel sold and the sales price of fuel.

Shop sales have increased by 7% and this is solely attributable to the increase in vape sales, which is an area the company have invested in.

The company's focus in the current financial period continues to be the development of both its staff and business with several projects underway to expand and improve a number of its sites.

PRINCIPAL RISKS AND UNCERTAINTIES

The company operates in a market that is highly competitive, and profitability is determined both by fuel costs and the prices charged by the large retail organisations. However, the company has a very stable balance sheet and its forecasts and projections, taking account of reasonable possible changes in trading performance, show that it will have sufficient cash resources to meet its financial commitments as they fall due. The company also closely monitors the prices charged by its competitors so that it can retain its market share.

ON BEHALF OF THE BOARD:

O R Lodge - Director

15 February 2023

The directors present their report with the financial statements of the company for the year ended 30 September 2022.

DIVIDENDS

Dividends of £1,476,000 were paid throughout the year on the Ordinary £1 shares.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 October 2021 to the date of this report.

P S Lodge

O R Lodge

D R Lodge

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Martin and Company, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

O R Lodge - Director

15 February 2023

Opinion

We have audited the financial statements of Rusdene Services Limited (the 'company') for the year ended 30 September 2022 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 30 September 2022 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 qualified opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

We obtained an understanding of the legal and regulatory framework applicable to the company via discussions with the directors. This identified that the most significant laws and regulations relate to the compliance with various laws regulating the sale of petrol and health and safety as well as the form and content of the financial statements such as the UK Companies Act 2006 and Financial Reporting Standard 102. The company complies with these laws and regulations by using appropriately qualified professionals to prepare the financial statements and undertake regular health and safety reviews of each site.

As part of our planning process we assessed susceptibility of the company's financial statements to material misstatements, including how fraud might occur by making an assessment of the key risks. The key risks identified in respect of Rusdene Services Limited are revenue recognition and the impact of performance targets on influencing management override. The directors confirmed no actual, suspected or alleged cases of fraud.

Based on this assessment we designed our audit procedures to address these key risk areas with an emphasis on testing revenue recognition policies and sales cut off and reviewing those areas susceptible to management override including testing manual journals and making enquiries of management.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Harriet Sergeant (Senior Statutory Auditor)

for and on behalf of Martin and Company

Audit Limited

25 St Thomas Street

Winchester

Hampshire

SO23 9HJ

22 February 2023

TURNOVER

3

30,022,248

21,845,073

Cost of sales

25,699,792

18,200,840

GROSS PROFIT

4,322,456

3,644,233

Administrative expenses

2,643,249

2,415,297

1,679,207

1,228,936

Other operating income

197,218

207,487

OPERATING PROFIT

1,876,425

1,436,423

Interest receivable and similar income

13,067

11,252

1,889,492

1,447,675

Interest payable and similar expenses

5

120,507

83,407

PROFIT BEFORE TAXATION

6

1,768,985

1,364,268

Tax on profit

7

355,529

282,357

PROFIT FOR THE FINANCIAL YEAR

1,413,456

1,081,911

PROFIT FOR THE YEAR

1,413,456

1,081,911

OTHER COMPREHENSIVE INCOME

Deferred tax on revaluation

(8,020

)

15,722

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(8,020

)

15,722

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,405,436

1,097,633

FIXED ASSETS

Tangible assets

9

6,349,067

5,929,652

CURRENT ASSETS

Stocks

10

803,439

371,536

Debtors

11

5,060,967

4,931,417

Cash at bank and in hand

2,301,055

3,329,941

8,165,461

8,632,894

CREDITORS

Amounts falling due within one year

12

4,477,763

4,448,222

NET CURRENT ASSETS

3,687,698

4,184,672

TOTAL ASSETS LESS CURRENT LIABILITIES

10,036,765

10,114,324

CREDITORS

Amounts falling due after more than one year

13

(890,877

)

(913,251

)

PROVISIONS FOR LIABILITIES

17

(774,586

)

(759,207

)

NET ASSETS

8,371,302

8,441,866

CAPITAL AND RESERVES

Called up share capital

18

100

100

Revaluation reserve

19

2,945,864

3,037,291

Retained earnings

19

5,425,338

5,404,475

SHAREHOLDERS' FUNDS

8,371,302

8,441,866

The financial statements were approved by the Board of Directors and authorised for issue on 15 February 2023 and were signed on its behalf by:

O R Lodge - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 October 2020

100

5,584,157

3,104,976

8,689,233

Changes in equity

Dividends

-

(1,345,000

)

-

(1,345,000

)

Total comprehensive income

-

1,081,911

15,722

1,097,633

Amount released

-

83,407

(83,407

)

-

Balance at 30 September 2021

100

5,404,475

3,037,291

8,441,866

Changes in equity

Dividends

-

(1,476,000

)

-

(1,476,000

)

Total comprehensive income

-

1,413,456

(8,020

)

1,405,436

Amount released

-

83,407

(83,407

)

-

Balance at 30 September 2022

100

5,425,338

2,945,864

8,371,302

1.	STATEMENT OF COMPLIANCE

Rusdene Services Limited is a private company, limited by shares, incorporated in England and Wales. The address of the registered office is Unit IV and V, The Old Hambledon Racecourse Centre, Wallops Wood, Sheardley Lane, Droxford, England, SO32 3QY. The registration number is 02040250.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest pound.

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.

Financial Reporting Standard 102 - reduced disclosure exemptions

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

•

the requirements of Section 7 Statement of Cash Flows.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

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

Government grants are accounted for when receivable and any conditions attached to the grant has been met.

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 or revalued amount

Plant and machinery

- 25% on cost, 10% on cost and 5% on cost

Land and Building

The company took advantage of the transitional provisions in section 35.10(c) of FRS 102 to use the revalued amount for freehold property as deemed cost. The freehold property is then depreciated over its revised useful life of 50 years. The valuation was carried out by Derek Lodge, a qualified quantity surveyor. the effective date of the revaluation was 1st October 2014, the transitional date to FRS 102.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the financial instrument.

Cash and cash equivalents

These comprise cash at bank and other short term liquid investments.

Debtors

Short term debtors are stated at their nominal value. Loans receivable are measured initially at their nominal value and are measured subsequently at amortised cost using the effective interest method. Appropriate allowances for estimated irrecoverable amounts are recognised in the Profit and loss account when there is objective evidence that the asset is impaired.

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

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

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

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

Operating leasing commitments

Operating leases are recognised in the profit and loss on a straight line basis over the term 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.

3.

TURNOVER

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

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

30.9.22

30.9.21

£

£

Shop sales

8,048,555

7,578,881

Fuel sales

21,950,214

14,246,247

Rental income

23,479

18,489

Grant income

-

1,456

30,022,248

21,845,073

4.	EMPLOYEES AND DIRECTORS

30.9.22

30.9.21

£

£

Wages and salaries

1,531,193

1,380,117

Social security costs

127,280

106,815

Other pension costs

39,685

54,993

1,698,158

1,541,925

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

30.9.22

30.9.21

Office and administration

5

5

Sales and management

62

61

67

66

30.9.22

30.9.21

£

£

Directors' remuneration

40,647

47,025

Directors' pension contributions to money purchase schemes

-

33,689

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

30.9.22

30.9.21

£

£

Bank loan interest

20,667

10,088

Directors' loan account

interest

99,840

73,319

120,507

83,407

6.	PROFIT BEFORE TAXATION

The profit is stated after charging:

30.9.22

30.9.21

£

£

Other operating leases

75,639

76,220

Depreciation - owned assets

215,491

179,415

Loss on disposal of fixed assets

874

-

Auditors' remuneration

21,500

15,000

Other non- audit services

9,565

4,082

7.

TAXATION

Analysis of the tax charge

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

30.9.22

30.9.21

£

£

Current tax:

UK corporation tax

348,169

272,716

Deferred tax

7,360

9,641

Tax on profit

355,529

282,357

Reconciliation of total tax charge 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:

30.9.22

30.9.21

£

£

Profit before tax

1,768,985

1,364,268

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2021 - 19%)

336,107

259,211

Effects of:

Expenses not deductible for tax purposes

5,207

4,126

Depreciation in excess of capital allowances

6,856

9,379

Deferred tax movement

7,359

9,641

Total tax charge

355,529

282,357

Tax effects relating to effects of other comprehensive income

30.9.22

Gross

Tax

Net

£

£

£

Deferred tax on revaluation

(8,020

)

-

(8,020

)

30.9.21

Gross

Tax

Net

£

£

£

Deferred tax on revaluation

15,722

-

15,722

8.

DIVIDENDS

30.9.22

30.9.21

£

£

Ordinary shares of 1 each

Final

1,476,000

1,345,000

9.	TANGIBLE FIXED ASSETS

Freehold

Plant and

property

machinery

Totals

£

£

£

COST

At 1 October 2021

6,360,941

1,384,046

7,744,987

Additions

489,384

146,396

635,780

Disposals

-

(19,946

)

(19,946

)

At 30 September 2022

6,850,325

1,510,496

8,360,821

DEPRECIATION

At 1 October 2021

738,721

1,076,614

1,815,335

Charge for year

113,782

101,709

215,491

Eliminated on disposal

-

(19,072

)

(19,072

)

At 30 September 2022

852,503

1,159,251

2,011,754

NET BOOK VALUE

At 30 September 2022

5,997,822

351,245

6,349,067

At 30 September 2021

5,622,220

307,432

5,929,652

Included in cost of land and buildings is freehold land of £ 1,038,112 (2021 - £ 1,038,112 ) which is not depreciated.

The freehold property was valued on 1st October 2014 by Derek Lodge, a qualified quantity surveyor, who is also a director of the company.

The company elected to apply the transitional provisions in section 35.10(c) of FRS 102 to use this valuation as the deemed cost of the freehold property at the transition date.

If the freehold property had not been revalued it would have been included at the following historical cost:

2022

2021

£

£

Cost

2,679,998

2,190,615

Accumulated depreciation

(371,051

)

(340,676

)

Historical cost net book value

2,308,947

1,849,939

10.

STOCKS

30.9.22

30.9.21

£

£

Stocks

803,439

371,536

11.

DEBTORS

30.9.22

30.9.21

£

£

Amounts falling due within one year:

Trade debtors

98,233

112,141

Amounts owed by group undertakings

4,453,203

4,353,203

Other debtors

24,037

13,442

Prepayments and accrued income

86,177

66,381

4,661,650

4,545,167

Amounts falling due after more than one year:

Other debtors

399,317

386,250

Aggregate amounts

5,060,967

4,931,417

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

30.9.22

30.9.21

£

£

Bank loans and overdrafts (see note 14)

388,333

1,111,744

Trade creditors

1,820,784

1,167,780

Amounts owed to group undertakings

69,477

69,477

Tax

187,886

142,716

Social security and other taxes

23,723

17,444

VAT

224,593

175,487

Other creditors

8,592

16,523

Childrens dividends

166,000

120,000

Directors' loan accounts

1,402,020

1,444,287

Accruals and deferred income

186,355

182,764

4,477,763

4,448,222

Included within other creditors is -£2,097 (2021: £2,683) which relates to overpaid (2021: unpaid) pensions contributions at the year end.

13.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

30.9.22

30.9.21

£

£

Bank loans (see note 14)

342,877

353,251

Directors' loan accounts

548,000

560,000

890,877

913,251

14.

LOANS

An analysis of the maturity of loans is given below:

30.9.22

30.9.21

£

£

Amounts falling due within one year or on demand:

Bank overdrafts

-

1,089,036

Bank loans

388,333

22,708

388,333

1,111,744

Amounts falling due between two and five years:

Bank loans - 2-5 years

151,527

96,965

Amounts falling due in more than five years:

Repayable by instalments

Bank loans more 5 yr by instal

191,350

256,286