Saab Auto Parts UK Limited - Limited company accounts 11.4

REGISTERED NUMBER: 07848402 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

FOR

SAAB AUTOMOBILE PARTS UNITED

KINGDOM LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Profit and Loss Account

5

Balance Sheet

6

Cash Flow Statement

7

Notes to the Cash Flow Statement

8

Notes to the Financial Statements

9

DIRECTORS:

Mrs K S Geers

Mr L I Stahl

Mr C M Richards

Mr A Ludwell

Mr F Gyllefjord

SECRETARY:

Prettys Secretarial Services Limited

REGISTERED OFFICE:

Unit 40, Cranfield Innovation Centre

University Way

Cranfield

Bedfordshire

MK43 0BT

REGISTERED NUMBER:

07848402 (England and Wales)

AUDITORS:

Richardson Jones

Registered Auditors &

Chartered Accountants

Mercury House

19-21 Chapel Street

Marlow

Buckinghamshire

SL7 3HN

The directors present their strategic report for the year ended 31 December 2013.

There was no change in the principal activity during the year under review which continued to be that of the supply of

automotive parts.

REVIEW OF BUSINESS

The results for the period and financial position of the company are shown in the annexed financial statements.

The results for the year show a pre-tax profit for the year of £10,818 (2012: £408,836) from a turnover of £12,932,541

(2012: £13,113,792). The company had net assets of £295,617 (2012: 291,496) at the balance sheet date.

There was a significant improvement in availability from suppliers across the entire Saab parts portfolio enabling the "first

pick" fulfilment level to achieve 95% for the first time since 2010. Saab owner convenience also improved with the

appointment of 8 new service and parts centres to the UK network, resulting in a growth in the network footprint to 84

sites by December.

Implementing a new UK parts locator system enabled all Saab parts centres to create a virtual UK warehouse by

consolidating inventory into one easy access on-line system. As a result dealer stock management has been improved and

overall operating efficiency of the business has increased.

Also the free to join Saab Service Club was refreshed offering customers additional value based savings via the Saab parts

network, helping to secure over 20,000 members. In addition we launched our social media sites to put us in closer

contact with customers and prospects.

PRINCIPAL RISKS AND UNCERTAINTIES

The overall size of the Saab car park in the UK is continuing to shrink each year as there are no new Saab sales to replace

the cars damaged beyond repair. Consequently the age profile of the Saab park is also increasing. Owners of older

vehicles are increasingly likely to maintain their car to a budget and have the work completed by a more convenient

independent repairer, who may use generic aftermarket parts.

The primary challenge for Saab Parts UK is to extend the reach and supply of genuine Saab parts to more of the UK

independent repairers for whenever they are repairing Saabs.

FUTURE DEVELOPMENTS

Towards the end of 2013 the company re-structured the central office team to optimise the business going forward. With

lower operating costs and sales projections increasing in 2014 the profit outlook is considerably higher in the year ahead.

Further growth is expected in the network of Saab service & parts centres from the recruitment of independent specialist

repairers.

Incremental sales will also be generated from the strategic expansion into new sales channels, for example the new for

2014 Saab Shop, enabling internet searches to see and buy common service items and clearance parts on-line.

Further growth and diversity will be generated from the expansion of our product range to include other parts for other

makes. With the total UK car park accounting for 32 million cars and the average age being 7.5 years old there is

considerable scope via our parent company, Orio AB, to access OEM equivalent car parts for select other makes.

ON BEHALF OF THE BOARD:

Mr C M Richards - Director

11 April 2014

The directors present their report with the financial statements of the company for the year ended 31 December 2013.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2013.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2013 to the date of this report.

Mrs K S Geers

Mr L I Stahl

Mr C M Richards

Other changes in directors holding office are as follows:

Mr C J D Toosey - resigned 27 November 2013

Mr A J Cowan - resigned 19 June 2013

Mr A Ludwell - appointed 19 June 2013

Mr F Gyllefjord - appointed 19 June 2013

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;

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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 or she ought to

have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that

the company's auditors are aware of that information.

AUDITORS

The auditors, Richardson Jones, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr C M Richards - Director

11 April 2014

We have audited the financial statements of Saab Automobile Parts United Kingdom Limited for the year ended

31 December 2013 on pages five to thirteen. The financial reporting framework that has been applied in their preparation

is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

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.

Respective responsibilities of directors and auditors

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. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors.

Scope of the audit of the financial statements

An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give

reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or

error. This includes an assessment of: whether the accounting policies are appropriate to the company's circumstances

and have been consistently applied and adequately disclosed; the reasonableness of significant accounting estimates

made by the directors; and the overall presentation of the financial statements. In addition, we read all the financial and

non-financial information in the Strategic Report and the Report of the Directors to identify material inconsistencies with

the audited financial statements and to identify any information that is apparently materially incorrect based on, or

materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of

any apparent material misstatements or inconsistencies we consider the implications for our report.

Opinion on financial statements

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2013 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.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion 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.

Matters on which we are required to report by exception

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.

David Porter (Senior Statutory Auditor)

for and on behalf of Richardson Jones

Registered Auditors &

Chartered Accountants

Mercury House

19-21 Chapel Street

Marlow

Buckinghamshire

SL7 3HN

11 April 2014

TURNOVER

12,932,541

13,113,792

Cost of sales

10,698,792

11,217,249

GROSS PROFIT

2,233,749

1,896,543

Administrative expenses

2,222,931

1,487,707

OPERATING PROFIT and

PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION

3

10,818

408,836

Tax on profit on ordinary activities

5

6,697

117,440

PROFIT FOR THE FINANCIAL YEAR

4,121

291,396

CONTINUING OPERATIONS

All of the company's activities were acquired during the period and none were discontinued.

TOTAL RECOGNISED GAINS AND LOSSES

The company has no recognised gains or losses other than the profits for the current year or previous period.

FIXED ASSETS

Tangible assets

6

34,763

49,029

CURRENT ASSETS

Stocks

7

5,263

13,761

Debtors

8

1,057,266

881,517

Cash at bank and in hand

1,158,655

975,640

2,221,184

1,870,918

CREDITORS

Amounts falling due within one year

9

1,960,330

1,628,451

NET CURRENT ASSETS

260,854

242,467

TOTAL ASSETS LESS CURRENT LIABILITIES

295,617

291,496

CAPITAL AND RESERVES

Called up share capital

11

100

100

Profit and loss account

12

295,517

291,396

SHAREHOLDERS' FUNDS

15

295,617

291,496

The financial statements were approved by the Board of Directors on 11 April 2014 and were signed on its behalf by:

Mr C M Richards - Director

Net cash inflow

from operating activities

1

292,005

1,028,284

Taxation

(107,085

)

-

Capital expenditure

2

(1,905

)

(52,744

)

183,015

975,540

Financing

2

-

100

Increase in cash in the period

183,015

975,640

Reconciliation of net cash flow

to movement in net funds

3

Increase in cash in the period

183,015

975,640

Change in net funds resulting

from cash flows

183,015

975,640

Movement in net funds in the period

183,015

975,640

Net funds at 1 January

975,640

-

Net funds at 31 December

1,158,655

975,640

1.	RECONCILIATION OF OPERATING PROFIT TO NET CASH INFLOW FROM OPERATING ACTIVITIES

Period

15.11.11

Year Ended

to

31.12.13

31.12.12

£

£

Operating profit

10,818

408,836

Depreciation charges

18,299

6,281

Profit on disposal of fixed assets

(2,128

)

(2,568

)

Decrease/(increase) in stocks

8,498

(13,761

)

Increase in debtors

(175,749

)

(881,515

)

Increase in creditors

432,267

1,511,011

Net cash inflow from operating activities

292,005

1,028,284

2.	ANALYSIS OF CASH FLOWS FOR HEADINGS NETTED IN THE CASH FLOW STATEMENT

Period

15.11.11

Year Ended

to

31.12.13

31.12.12

£

£

Capital expenditure

Purchase of tangible fixed assets

(13,405

)

(76,994

)

Sale of tangible fixed assets

11,500

24,250

Net cash outflow for capital expenditure

(1,905

)

(52,744

)

Financing

Share issue

-

100

Net cash inflow from financing

-

100

3.	ANALYSIS OF CHANGES IN NET FUNDS

At

At 1.1.13

Cash flow

31.12.13

£

£

£

Net cash:

Cash at bank and in hand

975,640

183,015

1,158,655

975,640

183,015

1,158,655

Total

975,640

183,015

1,158,655

1.	ACCOUNTING POLICIES

Accounting convention

The financial statements have been prepared under the historical cost convention and are in accordance with

applicable accounting standards.

Turnover

Turnover represents net invoiced sales of goods, excluding value added tax.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Motor vehicles

-

Straight line over 3 years

Computer equipment

-

Straight line over 3 years

Stocks

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

moving items.

Deferred tax

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

sheet date.

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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to the profit and loss account on a straight line basis over the

period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension

scheme are charged to the profit and loss account in the period to which they relate.

2.	STAFF COSTS

Period

15.11.11

Year Ended

to

31.12.13

31.12.12

£

£

Wages and salaries

794,080

594,164

Social security costs

89,199

64,709

Other pension costs

71,702

47,834

954,981

706,707

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

Period

15.11.11

Year Ended

to

31.12.13

31.12.12

Sales

6

3

Finance

3

3

Aftersales

6

6

15

12

3.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period

15.11.11

Year Ended

to

31.12.13

31.12.12

£

£

Other operating leases

21,511

31,374

Depreciation - owned assets

18,299

6,283

Profit on disposal of fixed assets

(2,128

)

(2,568

)

Auditors' remuneration

15,000

15,000

Exceptional items (see note 4)

499,369

-

Directors' remuneration

236,627

180,277

Directors' pension contributions to money purchase schemes

32,367

22,357

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

3

2

Information regarding the highest paid director for the year ended 31 December 2013 is as follows:

Year Ended

31.12.13

£

Emoluments etc

97,969

Pension contributions to money purchase schemes

13,095

4.	EXCEPTIONAL ITEMS

At the balance sheet date the company had entered into compromise agreements with several employees in

connection with termination of their employment.The costs of statutory redundancy, other termination payments,

and legal fees amounted to £499,369 and are included within administrative expenses in the profit and loss

account, and within creditors in the balance sheet as they were unpaid at the balance sheet date.

5.

TAXATION

Analysis of the tax charge

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

Period

15.11.11

Year Ended

to

31.12.13

31.12.12

£

£

Current tax:

UK corporation tax

6,697

117,440

Tax on profit on ordinary activities

6,697

117,440

6.	TANGIBLE FIXED ASSETS

Motor

Computer

vehicles

equipment

Totals

£

£

£

COST

At 1 January 2013

53,051

43

53,094

Additions

13,405

-

13,405

Disposals

(12,050

)

-

(12,050

)

At 31 December 2013

54,406

43

54,449

DEPRECIATION

At 1 January 2013

4,065

-

4,065

Charge for year

18,299

-

18,299

Eliminated on disposal

(2,678

)

-

(2,678

)

At 31 December 2013

19,686

-

19,686

NET BOOK VALUE

At 31 December 2013

34,720

43

34,763

At 31 December 2012

48,986

43

49,029

7.

STOCKS

31.12.13

31.12.12

£

£

Stocks

5,263

13,761

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.13

31.12.12

£

£

Trade debtors

1,049,984

850,019

Amounts due from group companies

-

11,115

Other debtors

-

15,710

Prepayments

7,282

4,673

1,057,266

881,517

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.13

31.12.12

£

£

Trade creditors

107,376

31,604

Amounts due to group companies

569,212

844,781

Tax

17,052

117,440

Social security and other taxes

22,161

47,398

VAT

412,495

369,748

Other creditors

59,294

12,037

Accrued expenses

772,740

205,443

1,960,330

1,628,451

10.	OPERATING LEASE COMMITMENTS

The following operating lease payments are committed to be paid within one year:

Land and buildings

31.12.13

31.12.12

£

£

Expiring:

Between one and five years

19,580

19,580

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.13

31.12.12

value:

£

£

100

Ordinary

£1

100

100

12.

RESERVES

Profit

and loss

account

£

At 1 January 2013

291,396

Profit for the year

4,121

At 31 December 2013

295,517

13.	RELATED PARTY DISCLOSURES

14.	ULTIMATE CONTROLLING PARTY

15.	RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS

31.12.13

31.12.12

£

£

Profit for the financial year

4,121

291,396

New share capital subscribed

-

100

Net addition to shareholders' funds

4,121

291,496

Opening shareholders' funds

291,496

-

Closing shareholders' funds

295,617

291,496