Association of Wholesale Electrical Bulk - Accounts to registrar (filleted) - small 23.2.5

REGISTERED NUMBER: 01274531 (England and Wales)

ASSOCIATION OF WHOLESALE ELECTRICAL BULK

BUYERS LIMITED

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2023

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

K A Avenell

M C Bell

L J Hassell

J D Hoff

D P House

A S Johnson

S K Robinson

M Lambert

SECRETARY:

S K Robinson

REGISTERED OFFICE:

29b High Street

Cowbridge

Vale of Glamorgan

Wales

CF1 7AE

REGISTERED NUMBER:

01274531 (England and Wales)

AUDITORS:

Mark Holt & Co Limited

Chartered Accountants

Statutory Auditors

7 Sandy Court

Ashleigh Way

Langage Business Park

Plymouth

Devon

PL7 5JX

FIXED ASSETS

Tangible assets

5

228,696

229,846

Investments

6

2,707

2,707

231,403

232,553

CURRENT ASSETS

Debtors

7

5,130,472

5,724,590

Cash at bank and in hand

4,686,674

1,916,657

9,817,146

7,641,247

CREDITORS

Amounts falling due within one year

8

8,709,676

6,534,927

NET CURRENT ASSETS

1,107,470

1,106,320

TOTAL ASSETS LESS CURRENT LIABILITIES

1,338,873

1,338,873

RESERVES

Revaluation reserve

60,203

60,203

Income and expenditure account

1,278,670

1,278,670

1,338,873

1,338,873

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 16 February 2024 and were signed on its behalf by:

L J Hassell - Director

1.	STATUTORY INFORMATION

Association of Wholesale Electrical Bulk Buyers Limited is a private company, limited by guarantee , 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" including the provisions of Section 1A "Small Entities" 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 with the exception of land & buildings within tangible fixed assets, which have been revalued to their current market value.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily available from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Valuation of property

The company carries its land and building at fair value, with changes in fair value being recognised in other comprehensive income. The professional valuer used a valuation technique which took account of the market rent of the property. The freehold land and buildings valuation is most sensitive to the estimated yield.

Directors have valued freehold land and building on an open market basis as at the current year end, considering changes in the market since the latest valuations.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable, excluding discounts and value added tax.

The company recognises turnover where the amount of revenue and related cost can be measured reliably.

The following accounting policies relate to the key income streams:-

Membership and marketing subscriptions are recognised in the accounting period to which the services are covered by those subscriptions.

Joining fees are accounted for in full in the year in which the member has joined the association.

AGM contributions are paid by the members and suppliers and are recognised in the period in which the AGM takes place.

Income and expenditure

Where revenue and expenditure have been recognised, but cash has not been received or paid, a debtor or creditor for the relevant amount is recorded in the Balance Sheet. Where debts may not be settled, the balance of debtors is written down and a charge made to revenue for the income that might not be collected.

Fixed asset investments

The company's investments at the Balance Sheet date are stated at cost and reviewed annually for impairment.

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Buildings freehold

Straight line over 100 years

Plant & machinery

20% on reducing balance

Fixtures, fittings & equipment

25% on reducing balance

Land is not depreciated.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit and loss.

Properties are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of the land and buildings is usually considered to be their open market value.

Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses an impairment loss previously recognised in surplus or deficit or an impairment loss exceeds the accumulated revaluation gains recognised in equity; such gains and losses are recognised in surplus or deficit.

Impairment of Assets

This policy is not relevant for property assets held at valuation, which have been discussed above.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in revaluation reserve before being recognised in the profit or loss.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities

Taxation

The company is exempt from corporation tax, it being a company not carrying on a business for the purposes of making a profit.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Operating leases

Rentals paid under operating leases are charged to surplus or deficit on a straight line basis over the period of the lease.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Pension costs and other post-retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Provisions for liabilities

Provisions are recognised when the Company has a present (legal or constructive) obligation as a result of a past event; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably.

The amount recognised as a provision is the best estimate of the consideration required to settle the present recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.

Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value using a pre-tax discount rate. The unwinding of the discount is recognised as a finance costs in profit or loss in the period it arises.

The Company recognises a provision for annual leave accrued by employees for services rendered in the current period, and which employees are entitled to carry forward and use within the next 12 months, measured at the salary costs payable for the period of absence.

Grant income

Income received in relation to grants are classified either as relating to revenue or to assets.

Grants relating to revenue are recognised in other income on a systematic basis over the periods in which the entity recognises the related costs for which the grant is intended to compensate. Where a timing difference arises, the income is held on the balance sheet. When received in arrears the expected income is recognises as a debtor so long as the relevant conditions have been satisfied. When received in advance of costs, the income is held as deferred income and systematically released to the profit and loss in the periods the cost is incurred.

Grants relating to assets are recognised initially as deferred income and released to other income on a systematic basis over the expected useful life of the asset.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 6 (2022 - 5 ) .

5.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

property

machinery

fittings

Totals

£

£

£

£

COST OR VALUATION

At 1 June 2022

245,000

68,641

25,568

339,209

Additions

-

3,162

-

3,162

At 31 May 2023

245,000

71,803

25,568

342,371

DEPRECIATION

At 1 June 2022

20,250

63,750

25,363

109,363

Charge for year

2,650

1,611

51

4,312

At 31 May 2023

22,900

65,361

25,414

113,675

NET BOOK VALUE

At 31 May 2023

222,100

6,442

154

228,696

At 31 May 2022

224,750

4,891

205

229,846

Cost or valuation at 31 May 2023 is represented by:

Fixtures

Freehold

Plant and

and

property

machinery

fittings

Totals

£

£

£

£

Valuation in 2013

44,399

-

-

44,399

Valuation in 2020

20,000

-

-

20,000

Cost

180,601

71,803

25,568

277,972

245,000

71,803

25,568

342,371

The revaluations relate to the land & buildings within freehold property held in tangible fixed assets. The directors have valued freehold land and buildings on an open market basis as at the year end using the same basis used by BB&J Commercial Property Consultants during the valuation on 12 November 2019.

The aforementioned land & buildings are held jointly with Electracentre Distribution Limited, and the valuation is split 50/50 between the two companies.

6.	FIXED ASSET INVESTMENTS

Other

investments

£

COST

At 1 June 2022

and 31 May 2023

2,707

NET BOOK VALUE

At 31 May 2023

2,707

At 31 May 2022

2,707

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

£

£

Trade debtors

4,846,284

4,843,829

Amounts owed by group undertakings

150,000

649,999

Other debtors

134,188

230,762

5,130,472

5,724,590

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

£

£

Trade creditors

6,329

690

Taxation and social security

1,121,434

1,182,435

Other creditors

7,581,913

5,351,802

8,709,676

6,534,927

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2023

2022

£

£

Within one year

8,500

8,500

Between one and five years

8,500

17,000

17,000

25,500

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Mrs Stephanie Williams (Senior Statutory Auditor)

for and on behalf of Mark Holt & Co Limited

11.	RELATED PARTY DISCLOSURES

The company has an unlimited cross guarantee on all bank borrowing within Electracentre Distribution Limited. The bank borrowings of Electracentre Distribution Limited at the balance sheet date amounted to £nil (2022, £nil.)

During the year, a management fee was paid by Electracentre Distribution Limited to the company totalling £100,000 (2022, £100,000.) The balance as at 31 May 2023 was £150,000 due from Electracentre Distribution Limited .

Key Management Personnel Compensation

Exemption under FRS 102 Section 1A, Paragraph 33.7 has been taken in relation to the disclosure of Key Management Personnel Compensation

12.	POST BALANCE SHEET EVENTS

Subsequent to the balance sheet date, the directors have undertaken a detailed review of the corporate governance structure of the company. This process was agreed by the members at the 2023 AGM. New Articles of Association have been drafted and approved by the board. These will be presented to the members for formal adoption at the 2024 AGM.

The revised articles replace those that were drafted in 1976. The directors agreed that the original Articles were out of date and did not represent current best practice. More importantly, they did not reflect the actual way that the company is governed and had been governed for many years. The new Articles will be in line with the historic corporate governance structure.

In previous accounts, Electracentre Distribution Limited has been disclosed as a subsidiary of Association of Wholesale Electrical Bulk Buyers Limited. The historic corporate governance structure was not reflected by the 1992 Articles. Association of Wholesale Electrical Bulk Buyers Limited should not have, and has never actually, exercised shareholder control of Electracentre Distribution Limited. The directors and members have agreed that Association of Wholesale Electrical Bulk Buyers Limited and Electracentre Distribution Limited are in fact companies under common control and are not parent company and subsidiary.

13.	MEMBERS' LIABILITY

The company is limited guarantee, not having a share capital and consequently the liablity of members is limited, subject to an undertaking by each member to contribute to the net assets or liabilities of the company on winding up such amounts as may be required not exceeding £1.