REGISTERED NUMBER: 04313694 (England and Wales) Bailey Family Investments PLC (Formerty Bailey Family Investments ) Annual Report and Consolidated Financial Statements for the Year Ended 30 November 2019 “ASCOYIEA" 28/08/2020 COMPANIES House #23Bailey Family Investments PLC Contents of the Annual Report and Consolidated Financial Statements, for the Year Ended 30 November 2019 Page Officers and Professional Advisers 1 Strategic Report 2 Directors’ Report s Directors’ Responsibilities Statement 7 Independent Auditor's Report 8 Consolidated Statement of Comprehensive Income 0 Consolidated Balance Sheet u Company Balance Sheet 2 Consolidated Statement of Changes in Equity b Company Statement of Changes in Equity 4 Consolidated Cash Flow Statement 1s Notes to the Consolidated Financial Statements 16Bailey Family Investments PLC ‘Officers and Professional Advisers for the Year Ended 30 November 2019 DIRECTORS: MTRBailey RJ Bailey TICar AC Wildy SECRETARY: TICar REGISTERED OFFICE: Euro Centre Neath Abbey Business Park Neath Abbey West Glamorgan SA10 TDR REGISTERED NUMBER: (04313694 (England and Wales) AUDITOR: Deloitte LLP Statutory Auditor Bristol United Kingdom BANKERS: Barclays Bank 85 High Street Blackwood Gwent NPI21ZA, SOLICITORS: ‘Acuity Law 3 Assembley Square Britannia Quay Cardiff FIO 4PL Page 1Bailey Family Investments PLC Strategic Report for the Year Ended 30 November 2019 ‘The directors present their Strategic Report for the year ended 30 November 2019. Business revi ‘The Group of companies headed by Bailey Family Investments PLC is hereinafter referred to as the "Group". The subsidiary undertakings principally affecting the profits or net assets of the Group in the year are listed in Note 15 to the Financial Statements, The Group's most significant investment is in The Trade Centre Group PLC, which focusses on the sourcing, preparation and retail of used cars to the general public. The business trades under its brand ‘The Trade Centre Wales’ from established showrooms in Neath, Merthyr Tydfil and Cardiff North, and under ‘The Trade Centre UK" brand from Wednesbury and Coventry. Following the year-end, the Group opened its sixth site in Rochdale and work is also underway to open a new outlet in Rotherham during the first half of 2020. ‘The directors do not anticipate any significant changes in the principal activities of the Group in the forthcoming financial year. Financial overview ‘Turnover and profital ity have been broadly maintained despite a backdrop of challenging economic conditions. ‘Tumover was £256.4m (2018: £257.4m) and the Group achieved a profit before taxation for the year of £20.4m (2018: £19.2m), ‘The Group held stocks of £30.8m atthe year end (2018: £24.9m). Adjusted trading performance To assist in understanding the adjusted trading performance of the Group a non-statutory presentation of the results for continuing operations is included below. 2019 2018 Increase £000 ‘2000 % Operating profit 21,729 20,084 +8% ‘Add: discontinued operations _ (995) z Operating profit 21,729 19,089 14% ‘Add: impairment of related party balances : 1,702 zi ‘Add: one-off transaction costs - 648 : ‘Add: growth share issue costs 201 2 2 ‘Add: new store pre-opening costs 4 a : Adjusted operating profit 22,644 21,439 +6% ‘Add: depreciation and amortisation 2,542 2,010 $26 Adjusted EBITDA * 25,186 23,449 11% * Eamings before interest, taxation, depreciation and amortisation ‘fier excluding the growth share issue costs and new store pre-opening costs as shown above, the Group delivered underlying EBITDA growth of 7%, to £25.2m. Key performance indicators ‘The principal key performance indicators (KPIs) that are used by the directors in monitoring the performance of the business are Group turnover, gross profit margin and EBITDA, and for The Trade Centre Group, volume of car sales and customer satisfaction. KPI results for continuing operations in the year are shown in the table below: Page 2Bailey Family Investments PLC Strategic Report - continued for the Year Ended 30 November 2019 Key performance indicators - continued KPI 2019 2018 Increase/ (Decrease) ‘Tumover (£000) 256,478 257,365 (0.3%) Gross profit margin (%) 16.7% 15.7% +6% EBITDA * (£000) 25,186 23,449 +7% ‘Volume of carsales (no. of units) 39,939 41,892 (5%) Customer satisfaction (TrustPilotscore)** 47 47 : * Underlying EBITDA ** During the year TrustPilot revised its scoring system to be out of 5, consistent with its 5 star rating and logo. ‘The directors are extremely pleased with both the Group’s performance against its KPI's and the overall results achieved in the year Strategy and future developments ‘The Trade Centre Group PLC ‘The directors believe that consumers are increasingly choosing to buy from trusted suppliers within the used car retail sector due to the continuing uncertainty which prevails in the UK and global economies. This, combined with good availability of finance credit at historically favourable rates for consumers, is continuing to drive demand for used ears. ‘The Trade Centre Group’s business model is highly differentiated and is built on providing exceptional customer service, selling great quality cars to value-driven car shoppers, from best-in-class retail premises, ‘The Trade Centre Group continues to invest in infrastructure at its existing locations and in December 2019 opened a sixth retail outlet in Rochdale being its first site in the North of England. ‘The business plans to continue to expand within its existing and new regions and with a new site set to open in Rotherham during 2020-21. The Group continues to actively evaluate a number of possible future retail sites. Bailey Family Investments PLC ‘At30 November 2019 the Company held 5 substantial property investments which generated aggregate income of £3.8m. ‘The Company plans to develop this portfolio with further long term commercial property investments and is actively evaluating, a range of possible investments atthe date of signing these financial statements. Financial risk management objectives and policies ‘The management of the business and the execution of the Group's strategy are subject to a number of risks. The directors have ‘et out below the principal risks which are considered to have the potential forthe greatest impact on the Group, together with hhow those risks have been mitigated Principal risks and uncertainties 1) Economic risk ‘The Group is aligned to any material changes in the UK used car market. Whilst the used car market continues to be very competitive, the directors believe the Group is well positioned to build on its position as one of the market leaders in the sector. ‘The impact of ‘Brexit” within the UK used car market continues to remain uncertain although the impact to date has been limited, Based on current information, the directors believe that ‘Brexit” will not have any fundamental impact on current or future trading for the next two years ‘The directors closely monitor economic and market conditions. In the event of fundamental shift in the market, product, ‘marketing and pricing strategies would be adjusted to reflect the revised conditions. b) Credit and liquidity risk ‘The Group uses a mix of internally-generated funds, short-term debt finance and a stock financing facility which is secured against its retail vehicle stocks to fund its operations. The Group maintains a close relationship with its lenders, built on regular dialogue and a flow of quality management information. The directors regularly review forward cashflows and bank covenant tests to ensure that sufficient liquidity and facility headroom is maintained. Page3Bailey Family Investments PLC Strategie Report - continued for the Year Ended 30 November 2019 Principal risks and uncertainties - continued ©) Regulatory and consumer finance risk ‘The Trade Centre Group maintains the relevant FCA. permissions to primarily carry out regulated credit broking activities through its 100% subsidiary Can Can Car Finance Limited. Increased regulation or changes in the nature or availability of finance credit could restrict the breadth of customers that the Group trades with or restrict the income available to the Group. ‘The Group has a dedicated compliance function which conducts regular reviews of regulatory risk areas and audits the businesses controls to ensure these remain appropriate to the current regulatory environment. ‘The directors maintain a wide panel of consumer finance partners and monitor market conditions to ensure that the panel remains relevant and offers competitive rates to customers in line with our business ethos to treat customers fairly 4) Reliance on staff ‘The Group is reliant on the quality of its staff and in particular the senior management team. Failure to retain key staff or to recruit sufficient staff to support the Group’s planned growth could lead to poor, or slower implementation of strategy or other adverse performance, ‘The Group strives to maintain a culture, engagement and reward programme designed to retain and attract sufficient talent. The board regularly reviews performance and composition of the staff base and adjusts policy in order to stay competitive. ©) IT systems and continuity ‘The Group is reliant on its TT systems and infrastructure and any disruption to these, malicious or otherwise, would impact the Group's ability to operate. ‘The Group has a robust business continuity plan which is regularly tested and updated, 1 Covid-19 ‘The Covid-19 outbreak has created significant uncertainty in the UK economy and poses a risk to the Group’s continuity of business operations, demand for its products and its forecasted future financial performance. The directors will continue to _monitor the potential impact and take proactive steps to mitigate future stresses. Approved by the Board of Directors and signed on behalf of the Board Page 4Bailey Family Investments PLC Directors’ Report for the Year Ended 30 November 2019 ‘The directors present their annual report on the affairs of Bailey Family Investments PLC (the "Company") and its subsidiaries (the "Group"), together withthe financial statements and auditor's report, for the year ended 30 November 2019. Principal activity ‘The principal activity of the Company is that of a family investment company, including investments portfolio. a commercial property Change of status ‘The Company passed a special resolution on 17 June 2019 changing its status to a public limited company (‘PLC’) and as aresult changed its name from Bailey Family Investments Limited to Bailey Family Investments PLC. Disclosure of information in the Strategic Report In accordance with section 414C(11) of the Companies Act 2006 (Strategic and Director’s Report) Regulations 2013 the Girectors have opted to set out the following information required by schedule 7 of the Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008 within the Strategic Report: + Business review + Future developments for the business + Financial risk management objectives and policies Dividends (On 28 August 2019 the Company declared and paid an interim dividend of £199.99 per ordinary share, Directors The directors of the Company, who served throughout the financial year and subsequently, are listed below: MTR Bailey R Bailey TI Car ' Richards (Resigned 26 June 2020) AWildy Going concern The directors have considered the use of the going concem basis in the preparation of the financial statements and have concluded that it was appropriate. Additional information is provided in note I of the financial statements. Director's indemnities ‘The Group has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force atthe date ofthis report. Disabled employees The Group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is provided. Once employed, a career plan is developed to ensure suitable opportunities and training are provided to each disabled person. Arrangements are made, wherever possible, for retraining employees who become disabled to enable them to perform work identified as appropriate to their aptitudes and abilities. Employee consultation The Group's policy is to consult and discuss with employees at meetings those matters likely to affect employees’ interests as and when they arise. Information on matters of concem to employees is provided through information bulletins and reports Which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the Group's performance. Events after the balance sheet date Since the period under review, the rapid spreading of COVID-19 has become a significant emerging risk to the global economy. Further detail is disclosed in note 30 of the financial statements. Page 5Bailey Family Investments PLC Directors’ Report - continued for the Year Ended 30 November 2019 Auditor In the case of each ofthe persons who are directors of the Company at the date when this repor is approved: + 50 far as each of the directors is aware, there is no relevant audit information of which the Company’s auditor is unaware; and + each of the directors has taken all the steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. ‘This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006. Deloitte LLP have indicated their willingness to continue in office as the Company's auditor and a resolution for their reappointment will be proposed atthe forthcoming Annual General Meeting. Approved by the Board of Directors and signed on behalf of the Board Page 6Bailey Family Investments PLC Directors' Responsibilities Statement for the Year Ended 30 November 2019 ‘The directors are responsible for preparing the annual report 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) including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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 UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and ‘ prepare the financial statements on the going concem 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. Page?Independent Auditor's Report of the Members of Bailey Family Investments PLC Report on the audit ofthe financial statements Opinion In our opinion the financial statements of Bailey Family Investments PLC, (the parent company) and its subsidiaries (the ‘Group). + givea true and fair view of the state of the Group’s and of the parent company’s affairs as at 30 November 2019 and of the Group's profit for the year then ended; + have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland”; and + have been prepared in accordance withthe requirements of the Companies Act 2006. ‘We have audited the financial statements which comprise: + the consolidated statement of comprehensive income; + the consolidated and parent company balance sheets; + the consolidated and parent company statements of changes in equity; + the consolidated eash flow statement; and + the related notes 1 t0 31 ‘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). 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 auditor's responsibilities for the audit of the financial statements section of our report We are independent of the Group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (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 We are required by ISAs (UK) to report in respect ofthe following matters where: + the directors’ use of the going concem basis of accounting in preparation of the financial statements is not appropriate; or + the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Group's or the parent company's ability to continue to adopt the going concer basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue. We have nothing to report in respect ofthese mater. Other information The directors are responsible for the other information. The other information comprises the information included in the annual repos, other than the financial statements and our auditor's 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 there is a material misstatement in the financial statements or 2 material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material ‘misstatement ofthis other information, we are required to report that fact. ‘We have nothing to report in respect ofthese mater. Responsibilities of directors AAs explained moze fully in the directors’ responsibilities statement, 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 is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Page 8Independent Auditor's Report of the Members of Bailey Family Investments PLC - continued Responsibilities of directors - continued In preparing the financial statements, the directors are responsible for assessing the Group's and the parent company’s ability to continue as a going concem, disclosing, as applicable, matters related to going concem and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent company or to cease operations, or have no realistic alternative but todo so. Auditor's responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole ate fiee from material misstatement, whether due to fraud or ero, and to issue an audito’s 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. Missatements can arise from fraud or eror and are considered material if, individually ‘rin the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements ‘A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: ‘wow. freorg.ul/auditorstesponsibilities. This description forms part of our auditor's report. Report on other legal and regulatory requirements Opinions on other matters prescribed by the Companies Act 2006 In our opinion, based on the work undertaken in the course of the audi: * the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and + the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. In the light ofthe knowledge and understanding of the Group and of the parent company and their environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report. “Matters on which we are required to report by exception ‘Under the Companies Act 2006 we are required to repo in respect of the following matters if, in our opinion: + adequate accounting records have not been kept by the parent company, or rtums adequate for our audit have not been received from branches not visited by us; or + the parent company financial statements are not in agreement withthe accounting records and returns; or + certain disclosures of directors’ remuneration specified by law are not made; or + we have not received all he information and explanations we require for our audit We have nothing to repor in respect ofthese matters. Use of our report This report is made solely to the Company's member 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 member those matters we are required to state to him in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility anyone other than the Company and the Company's member, for our audit work, for this report, or for the opinions we have formed. Andres crigit ‘Andrew Wright FCA (Senior Statutory Auditor) for and on behalf of Deloitte LLP Statutory Auditor Bristol, United Kingdom Date: 28 August 2020, PageBailey Family Investments PLC a Consolidated Statement of Comprehensive Income for the Year Ended 30 November 2019 2019 2018 Note £000 £7000 TURNOVER 3 256,478 257,365 Cost of sales 213,636) 216,992) GROSS PROFIT 42,842 403373 ‘Administrative expenses: Before exceptional items 21,145) (17,981) Amorisation of negative goodwill 32 2 Impairment of related party balances 7 - (1,702) One-off transaction costs 7 : (648) Total administrative expenses aus) (20,289) OPERATING PROFIT 21,729 20,086 Profit on disposal of fixed assets 37 6s PROFIT BEFORE INTEREST AND TAXATION 21,766 20,149 Interest payable and similar expenses 8 (41) 633) PROFIT BEFORE TAXATION 20352 19.216 ‘Tax on profit 9 (4202) 4,198) PROFIT FOR THE FINANCIAL YEAR 16,150 15018 All activities derive from continuing operations. ‘There was no comprehensive income or expenses in either period other than the profit for the current and preceding year. Page 10Bailey Family Investments PLC Consolidated Balance Sheet ‘As at 30 November 2019 2019 2018 Note £7000 £7000 FIXED ASSETS Intangible assets 2 40 8 Negative goodwill B - 2) Tangible assets 4 40314 35,959 40,354 35,935 CURRENT ASSETS Stocks 16 30,782 24,879 Debtors: amounts falling due within one year 7 20772 28,129 Debtors: amounts falling due after more than one year 17 8 177 CCash at bank and in hand 542 367 59,104 53,552 CREDITORS Amounts falling due within one year 18 (36,109) 30,512) NET CURRENT ASSETS 22,995 23,040 ‘TOTAL ASSETS LESS CURRENT LIABILITIES 63,349 58,975 CREDITORS Amounts falling due after more than one year 9 (10,831) PROVISIONS FOR LIABILITIES 2 : NET ASSETS 52,518 CAPITAL AND RESERVES Called up share capital 2B 50 : Share premium account B 126 126 Profit and loss account B $2,342 46277 ‘SHAREHOLDERS' FUNDS. 52,518 46,403 The financial statements of Bailey Family Investments PLC, (registered number: 04313694), were approved by the Board of Directors and authorised for issue 09 ‘and were signed on its behalf by: (Wu TI Car - Director Page 11Bailey Family Investments PLC ‘Company Balance Sheet As at 30 November 2019 Note FIXED ASSETS Tangible assets “4 Investments 15 CURRENT ASSETS Debtors: amounts falling due within one year 17 CCash at bank and in hand CREDITORS Amounts falling due within one year 18 NET CURRENT LIABILITIES TOTAL ASSETS LESS CURRENT LIABILITIES CREDITORS Amounts falling due after more than one year 19 PROVISIONS FOR LIABILITIES 2 NET ASSETS CAPITAL AND RESERVES Called up share capital B Share premium account B Profit and loss account 2 ‘SHAREHOLDERS’ FUNDS. Parent company's profit forthe year 13,203 33,373) (20,170) 14,479 (10,599) (204) 3,676 50 126 3,500 11,638 2018 £7000 32,010 226 16,550 (34,420) 7870) 14,366 22,061) (283) 2,022 126 1,896 2,022 5,984 The financial statements of Bailey Family Jvesyments PLC, (registred number: 04313694), were approved by the Board of Directors and authorised for issue on ...2 TI Car- Director 28/22... Page 12 v.- and were signed on its behalf by:Bailey Family Investments PLC Consolidated Statement of Changes in Equity for the Year Ended 30 November 2019 Balance at 1 December 2017 Profit forthe financial year Dividends Equity items - deferred tax prior year Changes in ownership interest in subsidiaries that do not results in a loss of control Balance at 30 November 2018 Share capital issued Profit for the financial year Dividends Equity items - deferred tax prior year Balance at 30 November 2019 Called up, share capital £7000 Profit and loss, account £7000 37,764 15018 (6.284) en (200) 46277 16,150 (10:000) (65) $92,342 Share Premium ‘account £000 126 Page 13 Total £000 37,890 15,018 (6.284) @) (200) 46,403 30 16,150 (10,000) (83) 52,518Bailey Family Investments PLC ‘Company Statement of Changes in Equity for the Year Ended 30 November 2019 Balance at 1 December 2017 Profit for the financial year Dividends Equity items - deferred tax prior year Balance at 30 November 2018 Bonus issue Profit for the financial year Dividends Eaquity items - deferred tax prior year Balance at 30 November 2019 Called up share capital £7000 Page 14 Profit and loss account £7000 2215 5,984 (6284) Ql) 1,896 (50) 11,638 Share premium account £7000 126 Total 7000 2341 5,984 (6,284) ay 11,638 (10,000) 16 3,676Bailey Family Investments PLC Consolidated Cash Flow Statement for the Year Ended 30 November 2019 [Net cash flows from operating activities Cash flows from investing activities Proceeds from sale of fixed assets Purchase of tangible fixed assets Purchase of intangible assets Net cash used in investing activities Cash flows from financing activities Dividends paid Investment in subsidiary Repayments of obligations under finance leases ‘New bank loans raised Repayment of borrowings Movernent on stocking loan Interest paid [Net eash used in financing activities [Net inerease/(decrease) in cash and cash equivalents ‘Cash atthe beginning of the year ‘Cash at the end of the year Page 15 Note 24 24 24 2019 +2000 19,482 231 (7.119) G6) (6,924) (10,000) asi (1462) 737 (ata) (12,290) 268 (1.494) (1,226) 2018 £000 45a 3,088 (10,596) (7,538) (6,284) (200) G44) 4224 (1,095) 44,182 (033) (450) 3.834) 2340 (1,494)Bailey Family Investments PLC Notes to the Consolidated Financial Statements for the Year Ended 30 November 2019 1 ACCOUNTING POLICIES ‘The principal accounting policies are summarised below. They have all been applied consistently throughout the year and to the preceding year. General information and basis of accounting Bailey Family Investments PLC is a public company limited by shares incorporated in the United Kingdom under the Companies Act 2006, and is registered in England & Wales. The address of the registered office is given on page 1. The nature of the Group's operations and its principal activities are set out inthe strategic report on page 2. ‘The financial statements have been prepared under the historical cost convention, modified to include certain items. at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) issued by the Financial Reporting Council ‘The functional currency of Bailey Family Investments PLC is considered to be pounds sterling because that is the ‘currency of the primary economic environment in which the Company operates. The consolidated financial statements are also presented in pounds sterling, Bailey Family Investments PLC (Company only) meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemption available to it in respect of its separate financial statements, which are presented alongside the consolidated financial statements. Exemptions have been taken in relation to financial instruments, presentation of a cash flow statement and related party disclosures. Basis of consolidation ‘The Group financial statements consolidate the financial statements of the parent company and its subsidiary undertakings drawn up to 30 November each year. A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively. Business combinations and goodwill Business combinations are accounted for by applying the purchase method. The cost of the business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly atributable to the business combination. Where control is achieved in stages the cost is considered atthe date ‘ofeach transaction, Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where () the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable, or (i) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cos of the business combination. ‘On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Where the fair value of contingent liabilities cannot be reliably measured it is disclosed on the same basis as other contingent liabilities Goodwill recognised represents the excess of the fair value and directly atributable costs of the purchase consideration ‘over the fair values to the Group's interest in the identifiable net assets, liabilities and contingent liabilities acquired. ‘On acquisition, goodwill is allocated between cash-generating units (‘CGUs') that are expected to benefit from the combination. When the excess is negative this is recognised as negative goodwill and separately disclosed on the balance sheet. Goodwill is amortsed over its expected useful like which is determined to be 10 years, which represents management's best assessment of the useful life of the asset on the basis of anticipated furure demand for the product. Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the statement of comprehensive income. Reversals of impairment are recognised when the reasons for the impairment no longer apply. Page 16Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 1 ACCOUNTING POLICIES - con wed Going concern The directors have reviewed the Group's balance sheet and noted that the Group has both net current assets and net assets as well as a positive cash balance. The directors have considered the nature of the Group's activities in noting that large working capital amounts are held as stock, but despite this they believe the Group is in a strong position and that it has sufficient resources to continue trading for the foreseeable future. In satisfying themselves that the going concer basis is appropriate, the directors also considered recent experience and steps which were taken to manage cashflow during the COVID-19 lockdown. All of the Group's retail sites were required to close from 24 March 2020 until 1 June 2020 for the sites in England and 24 June 2020 for those in Wales. During this time, the Group utilised the Coronavirus Job Retention Scheme to furlough the majority of employees. Payment arrangements were made with key suppliers along with a cost reduction exercise to improve liquidity. A deferral of two quarterly loan capital payments, revised covenants and a renewal of the overdraft facility was also agreed with Barclays, the Group's bankers. ‘The results of trading from reopening to the date of signing these accounts has been broadly in line with the previous year and the Group has improved its cash position and liquidity as a result. Current and net assets have both increased ‘ince 30 November 2019. The Group has also carried out a restructure which has delivered a significant reduction in ‘operating costs. Management have carried out analysis on their forecasts and even where the downward sensitivity is below realistic expectations there is still headroom. The potential impact of future restrictions including further lockdowns has also bbeen modelled. The directors believe the Group is in a strong position and that they have sufficient resources to continue trading for the foreseeable future. Therefore, the directors continue to adopt the going concem basis of accounting in the preparation of the financial statements. ‘Turnover and revenue recognition ‘Tumover is stated net of VAT and trade discounts ‘The turnover shown in the profit and loss account arises from the principal business activity of the Group and consists entirely of sales made in the United Kingdom. Revenue on motor vehicle sales is recognised on transferring risks and rewards fo the customer. Warranty income is recognised immediately, upon sale of the warranty. ‘The Group also receives finance commission on the placement of finance with external lenders. This income is recognised at the time the finance is placed. Exceptional items ‘The Company and Group considers exceptional items to be those which derive from events or transactions which are significant for separate disclosure by virtue of their size or incidence in order for the user to obtain a proper understanding of the Company's financial performance. These items include, but are not limited to, acquisition costs, impairment charges, reorganisation costs and profits and losses on disposal of subsidiaries and other non-recurring items which meet this definition Taxation Current tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted atthe balance sheet date. Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax inthe future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Group's taxable profits and its results as stated in the financial statements that arse from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal ofthe underlying timing differences can be deducted, Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to property, plant and equipment measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to sale ofthe asset. Page 17Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to propery, plant ‘and equipment measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to sale ofthe asset. Financial instruments Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the instrument. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements centered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all ofits liabilities. () Financial assets and liabilities All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a finance transaction, the financial asset or financial lability is measured at the present value of the future payments discounted at a market rate of interest fora similar debt instrument. Financial assets and liabilities are only offset in the balance sheet when, and only when, there exists a legally enforceable right to set off the recognised amounts and the Group intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. Debt instruments which meet the following conditions are subsequently measured at amortised cost using the effective interest method: (@) Returns to the holder are (i) @ fixed amount; or (ii) a fixed rate of return over the life of the instrument; or Gil) a variable retum that, throughout the life of the instrument, is equal to a single referenced quoted or observable interes rte; or (iv) some combination of such fixed rate and variable rates, providing that both rates are positive. (©) There is no contractual provision that could, by its terms, result in the holder losing the principal amount or any interest attributable tothe current period or prior periods. (©) Contractual provisions that permit the issuer to prepay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, oF to protect the holder or issuer against changes. in relevant taxation or law. (@ There are no conditional returns or repayment provisions except for the variable rate retum described in (a) and prepayment provisions described in (c) Debt instruments that are classified as payable or receivable within one year and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment ‘Other debt instruments not meeting these conditions are measured at fair value through profit or loss. ‘Commitments to make and receive loans which meet the conditions mentioned above are measured a cost (which _may be nil less impairment Financial assets are derecognised when and only when a) the contractual rights to the cash flows from the financial asset expire or are settled b) the Group transfers to another party substantially all ofthe risks and rewards of ownership of the financial asset, or c) the Group, despite having retained some significant risks and rewards of ownership, has transferred control of the asset to another party and the other party has the practical ability to sell the asset in its entirety to an unrelated third party and is able to exercise that ability unilaterally and without needing to impose additional restrictions on the transfer. Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires Page 18Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 1 ACCOUNTING POLICIES - continued Financial instruments - continued (iy Investments Investments in non-convertible preference shares and non-puttable ordinary or preference shares (where shares are publicly traded or their fair value is reliably measurable) are measured at fair value through profit or loss. Where fair vvalue cannot be measured reliably, investments are measured at cost less impairment. In the Company balance sheet, investments (including investments in associates) are measured at cost less impairment. For investments in subsidiaries acquired for consideration including the issue of shares qualifying for merger relief, cost is measured by reference to the nominal value only of the shares issued. Any premium is ignored. ii) Equity instruments Equity instruments issued by the Company are recorded atthe fair value of cash or other resources received or receivable, net of direct issue costs (vy) Fair value measurement “The best evidence of fair value is a quoted price for an identical asset in an active market. When quoted prices are unavailable, the price of a recent transaction for an identical asset provides evidence of fair value as long as there has not been a significant change in economic circumstances or a significant lapse of time since the transaction took place. If the market is not active and recent transactions of an identical asset on their own are not a good estimate of fair value, the fair value is estimated by using a valuation technique. Employee benefits For defined contribution schemes the amount charged to the profit and loss account in respect of pension costs and ‘other post-retirement benefits is the contribution payable in the year, Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet. Intangible assets - patents and trademarks Patents and trademarks are included at cost and amortised in equal annual instalments over a period of ten years which is their estimated useful economic life. Provision is made for any impairment. Intangible assets - computer software ‘Computer software costs are included at cost amortised in equal annual instalments over a period of four years which is their estimated useful economic life. Intangible fixed assets - goodwill Goodwill arising on the aca} of subsidiary undertakings and businesses, representing any excess of the fair value of the consideration given above the fair value of the identifiable assets and liabilities acquired, is capitalised and ‘written off on a straight-line basis over its useful economic life, which is considered to be ten years. Provision is made for any impairment. ‘Tangible fixed assets All fixed assets are initially recorded at cost, and are subsequently stated at cost, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to \write off the cost ofan asset, less its estimated residual value, over the useful economic life of that asset as follows: Frechold and leasehold property ‘Straight-line over the life ofthe lease Leasehold improvements 4%-10% straight-line per annum Fixtures and fitings 25% straight-line per annum Motor vehicles 10%, 20% and 33% straight-line per annum ‘Computer equipment 10%-33% straight-line per annum Investments in subsidiaries Fixed asset investments are shown at cost less provision for impairment, Page 19Bailey Family Investments PLC Notes to the Consolidated Financial Statements - oi for the Year Ended 30 November 2019 ACCOUNTING POLICIES - continued Stocks Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow ‘moving items. Impairment of assets Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If ‘there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below. Non-financial assets ‘An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. Financial assets For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date Hire purchase and leasing commitments The Group as lessee Assets obtained under hire purchase contracts or finance lease are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance lease are depreciated over their estimated useful lives or the lease term, whichever is the shorter. ‘The interest element of these obligations is charged to the profit and loss account over the relevant period. The capital clement ofthe future payments is treated as a liability Rentals paid under operating leases are charged to the profit and loss account on a straight-line basis over the period of the lease, The Group as lessor Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term. Bank borrowings Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an aceruals basis in the profit or loss account using the effective interest method and are added to the carrying amount of, the instrument to the extent that they are not setled in the period in which they arise. 2. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY In the application of the Group's accounting policies, which are described in note 1, 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 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 if the revision affects only that period, or in the period of the revision and future periods ifthe revision affects both current and future periods. Page 20Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY = continued Critical judgements in applying the Group’s accounting policies ‘The following are the critical judgements, apart from those involving estimations (which are dealt with separately below), thatthe directors have made in the process of applying the Group's accounting policies and that have the most significant effect on the amounts recognised in the financial statements ‘Stock valuation C ‘The directors on a periodic basis will review the valuation of stock. This is performed on an individual vehicle basis when extemal factors, such as market trends, suggest the estimated retail price will be less than the cost price of the vehicle Impairment of tangible fixed assets ‘The directors review the carrying values of tangible fixed assets on a periodic basis. Tangible fixed assets require a judgement of their canying value for use within the Group. This carying value requires the directors to assess any impairment in values and adjust accordingly Impairment of motor vehicle finance debt On 21 November 2016, the Group sold its motor vehicle finance debt. The sale did not meet the criteria for derecognising a financial asset under FRS 102; as such the Group recognises a financial asset and a financial liability to represent the continued exposure to the risks and reward. The Group is required to estimate the value of debts that are potentially unrecoverable. The loan book is being settled by external customers, for which the average remaining length of loan at the date of sale was 48 months. Key sources of estimation and uncertainty ‘The Group does not have any key assumptions concerning the future, or other key sources of estimation uncertainty in the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year 3. TURNOVER ‘An analysis of the Group's tumover by class of business is set out below. 2019 2018 £7000 £000 Turnover Revenue from sale of motor vehicles 220,102 220,895 Revenue from motor related services and commissions 35,494 36,274 Miscellaneous income 882 196 256,478 257,365 ‘Turnover is derived entirely within the United Kingdom, Page 21Bailey Family Investments PLC ‘Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 4 STAFF NUMBERS AND COSTS 2019 2018 £7000 £000 ‘Wages and salaries 24,935 21,481 Social security costs 2,420 2261 Pension costs 327 27,882 ‘The average number of employees (including directors) during the year was as follows: No. No. ‘Administrative staff m1 6 Operations staft 473 448 584 524 5. DIRECTORS’ REMUNERATION AND TRANSACTIONS 2019 2018 Directors remuneration £7000 £000 Emoluments 2,157 1,098, ‘Company contributions to money purchase schemes. 30 4 2,187 ‘The number of directors who are members of: No. No. ‘Money purchase pension schemes 4 3 £7000 £7000 Highest paid director Emoluments 94s 332 ‘Company contributions to money purchase schemes 16 E 961 332 “The aggregate remuneration for key management personnel forthe year was £3,314,000 (2018: £2,892,901). During the year three directors of The Trade Centre Group PLC purchased Ordinary B-Class shares in that company under a long-term incentive scheme. Two of the directors have since sold the shares to Bailey Family Investments PLC at their nominal value. Directors’ advances, credits and guarantees Details of transactions with directors during the year are disclosed in note 27. Page 22Bailey Family Investments PLC ‘Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 PROFIT BEFORE TAXATION 2019 2018 £000 £7000 Profit before taxation is stated after charging/(crediting) Depreciation of tangible fixed assets (note 14) 2,870 2,020 ‘Negative goodwill credited to profit or loss (note 13) G2) (a2) ‘Amortisation of other intangible assets (note 12) 4 32 Operating lease rentals 934 421 Profit(Loss) on disposal of fixed assets, 37 (ia) Provision for onerous lease : (945) Fees paid to the Company’s auditor for the audit of the Company's annual accounts 26 23 Fees paid to the Company's auditor forthe audit of the Company's subsidiaries a 35 Fees payable to the Company's auditor in respect of non-audit services 5 520 ‘Tax compliance services 3 ; Tax advisory services 54 : Services related to corporate finance transactions not covered above 7 - 7. EXCEPTIONAL ITEMS 2019 2018 £000 £7000 Impairment due to restructuring ; 1,702 ‘One-off transaction costs : 648 : 2,350 Impairment costs of fnil (2018: £1,702,000) result from a review of the recoverability of related party balances undertaken in the year Non-recurring professional advisory costs of £nil (2018: £648,000) were incurred in the year in relation to a ‘one-off corporate transaction which did not complete, 8. _ INTEREST PAYABLE AND SIMILAR EXPENSES 2019 2018 £000 £7000 Bank loan interest 370 338 ‘Stocking loan interest 979 366 Other interest 48 18 Hire purchase interest 7 14 Lala 933 Page 23Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 9. 10. ‘TAXATION Analysis of the tax charge ‘The tax charge on the profit forthe year was as follows: Current tax: UK corporation tax Adjustment in respect of previous periods Total current tax Deferred tax: Origination and reversal of timing differences Effect of changes in tax rates Adjustment in respect of previous periods Total deferred tax ‘Tax on profit Reconciliation of total tax charge included in profit and loss ‘The tax assessed forthe year is higher than (2018: higher than) the standard rate of corporation tax in the UK, Profit before tax Profit multiplied by the standard rate of corporation tax in the UK of 19% (2018: 19%) Factor affecting charge for the year: Expenses not deductible ‘Non-taxable negative goodwill ‘Adjustment from previous periods ‘Tax rate changes ‘Total tax charge RESULT OF PARENT COMPANY 4,202 2019 £7000 20,152 3,828 287 (ao) 120 4237 2018 27000 3,651 496 @) 33 4,198 As permitted by Section 408 of the Companies Act 2006, no separate profit and loss account or statement of ‘comprehensive income is presented in respect of the parent company. The parent company’s profit for the financial year amounted to £11,638,268 (2019: £5,984,905). DIVIDENDS Interim dividends paid of £199.99 per ordinary share (2018: £627.75) Page 24 2019 2018 +2000 284Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 2, 13, INTANGIBLE FIXED ASSETS. Group Cost At I December 2018 Additions ‘At30 November 2019 Amortisation ‘At 1 December 2018 Charge for year ‘At 30 November 2019 Net Book Value ‘At 30 November 2019 ‘At 30 November 2018 NEGATIVE GOODWILL Group Cost At I December 2018 ‘At 30 November 2019 Amortisation At December 2018 Credit for year At 30 November 2019 Net Book Value ‘At 30 November 2019 ‘At 30 November 2018 Negative goodwill is being written back on a straight-line basis over a period of ten years which is equal to the period Patents and trademarks £7000 18 Computer software Total £000 #7000 : 18 36 36 36 54 : 10 1 4 1 4 35 40 : 8 Negative goodwill £7000 41 413 381 32 43 2 ‘over which the related non-monetary assets of the acquired business are being depreciated Page 25ate Fam Nott the Consoles Fauna Statement Lemme handheld Motor Computer Property bulinge improvements veils equipment 0 ‘20 rd ‘e00 ‘200 IN Decanter 2018 a8 23991 0 2009 on ‘eine ‘ 3a an @ BM ‘0 November 2019 139 Deprectatin et ecene 2018 os 86 Chua on ie -AcsoNoventer 2019 ot iss me 45 Deo Nove 2019 «man 2646 1979 ane wos As 20Noventer 2018 one 395 2470 Bs 35989 | | eta within tn beak lef mao wl S138 208: 57.79) ing acta ie paca, Fresh ln an bling ices £10,636 20810, ling lah desiBailey Family Investments PLC ‘Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 M4 TANGIBLE FIXED ASSETS - continued ‘Company Freehold land & buildings £7000 Cost Atl December 2018 25,896 Additions 3,037 ‘At30 November 2019 28,933 Depreciation At] December 2018 949 ‘Charge for year 603 At30 November 2019 1552 Net Book Value ‘At30 November 2019 ‘At30 November 2018 24,947 Freehold land and buildings includes £9,183,000 (2018: £9,183,000) relating to land that is not depreciated. FIXED ASSET INVESTMENTS Company Cost At December 2018 Additions At30 November 2019 Net Book Value ‘At30 November 2019 ‘At30 November 2018 Page 27 Leasehold improvements £1000 7853 6 7859 862 206 1,068 67791 6991 Plant and machinery £000 102 160 262 30 31 61 201 n Investment in subsidiary £7000 26 50 276 276 26Bailey Family Investments PLC ‘Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 15, FIXED ASSET INVESTMENTS - continued ‘The parent company and the Group have investments in the following subsidiary undertaking. Subsidiary Registered office Principal activity Holding = -% ‘The Trade Centre Group PLC Euro Centre Used ear retail Ordinary 100 Neath Abbey Business park Neath Abbey West Glamorgan SA107DR Car Finance Limited Euro Centre Provision offinance Ordinary 100 ‘Neath Abbey Business park ‘Neath Abbey West Abbey West Glamorgan SAI07DR Can Can Car Finance Limited Euro Centre Credit brokerage Ordinary 100 ‘Neath Abbey Business park ‘Neath Abbey West Abbey West Glamorgan SAI07DR, The 100% investment in Can Can Car Finance Limited is indirectly held through the 100% investment in The Trade Centre Group PLC. 16. STOCKS 2019 2018 £7000 7000 Group Motor vehicles 30,782 24,879 Included within stocks is £20,625,000 (2018:£19,888,000) that is pledged as security for the stocking loan (note 20). ‘There is no significant difference between the replacement cost ofthe stock and its carrying amount. ‘Company The parent company has no stock as at 30 November 2019 (2018: fnil). Page 28Bailey Family Investments PLC Notes to the Consolidated Finan 31 Statements - continued for the Year Ended 30 November 2019 V7. 18, DEBTORS Group ‘Company 2019 2018 2019 2018 7000 £7000 £000 £000 Amounts falling due within one year: Trade debtors 8,098 7274 476 595 Amount owed by parent undertakings - - 24 - Loan book debtor 138 331 : : Director loan account (note 27) 12,574 15393 12,574 15393 Other debtors 1,461 1849 7 s Amounts owed by related party (note 27) 2,802 2,086 : 2 Corporation tax - - - 393 Prepayments and accrued income 1,953 1,026 84 90 VAT 746 7 3 : 21,772 28,129 13,168 16471 Amounts falling due after more than one year: Loan book debtor : 7 : : Other debtors 8 S : : 8 7 : : Amounts owed by related parties and directors are provided on terms that are interest-free and repayable on demand. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR Group Company 2019 2018 2019 2018 27000 £7000 £7000 7000 Bank loans and overdrafts (note 20) 3,230 3,323 1,462 1,462, Obligations under finance leases and hire purchase contracts (note 20) 122 257 : : ‘Stocking loan (note 20) 20,625 19,888 : : Trade creditors 5.834 2,445 84 n Amounts owed to group undertakings : . 31,670 32,691 Corporation tax 3,596 888, - : Other taxation and social security 976 379 45 103 Loan book liability 138 331 2 : ‘Accruals and deferred income 897 813 12 91 Other creditors 69 1,488, S 1 36,109 33,373 34,420 Amounts due to group undertakings are provided on terms that are interest-fee and repayable on demand, Page 29Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 19. 20, ‘CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR Group Company 2019 2018 2019 2018 £7000 £7000 £7000 £7000 Bank loans (note 20) 10,599 12,061 10,599 12,061 Obligations under finance lease and hire purchase contracts (note 20) 232 248, : . Loan book liability : 7 : : 10,831 12,486 10,599 12,061 BORROWINGS AND SECURED DEBTS Group ‘Company 2019 2018 2019 2018 £000 £000 £000 £7000 Amounts due within one year Bank loans and overdraft 320 3,323 1,462 1,462 Finance lease and hire purchase contracts 122 257 5 : Stocking loan 20,625 19,888 5 : Amounts due between one and five years Bank loans Finance lease and hire purchase contracts 10,599 12,061 ‘The bank loans and overdraft are secured by a charge (debenture) over the Group's freehold and leasehold properties (including land). Overdraft interest is charged ata floating rate of 1.75% over Barclays Bank ple base rae. A crossguarantee and debenture is in place between The Trade Centre Group PLC and Bailey Family Investments PLe. The finance lease and hire purchase liability is secured on the assets to which it relates ‘The bank loan facility is subject to an all-monies debenture over the assets and undertaking of The Trade Centre Group PLC with first unlimited priority in respect of owned and unencumbered vehicles from Barclays Bank ple. The interest paid on this loan is charged at 1.7% above LIBOR. The balance on this loan was £12,061,084 at 30 November 2019, ‘The facility limit on the stocking loan was £25m at 30 November 2019. The loan gives a stocking period for vehicle purchases of 120 days and interest is charged at 3.5% if utilised above 85%, 4.0% if utilised between 80% and 85% and 4.5% if utilised below 80%, The balance on this loan was £20,625,000 (2018:£19,888,000) at the year-end. The loan balance is secured against stock. Page 30Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 21 22, FINANCIAL INSTRUMENTS ‘The carrying values of the Group's and the Company's financial assets and liabilities are summarised by category below: Financial assets * Trade and other debtors Financial liabilities Measured at amortised cost + Bank loans and overdraft (note 20) + Obligations under finance lease and hire purchase contracts (note 18 & 19) + Stocking loan (note 18) Measured at undiscounted amount payable: + Trade and other ereditors PROVISIONS FOR LIABILITIES Group Balance at 1 December 2018 ‘Credit to profit and loss account Deferred tax charge to equity for the period Other adjustment Balance at 30 November 2019 ‘The amounts of deferred taxation provided in the financial statement are as follows: Capital allowances in excess of depreciation Company Balance at 1 December 2018 Charge to profit and loss account Deferred tax charge to equity forthe period Other adjustment Balance at 30 November 2019 ‘The amounts of deferred taxation provided in the financial statements are as follows: ‘Capital allowances in excess of depreciation Page 31 Group 2019 2018 £7000 £000 23,612 27,103, 13,829 15,384 354 505 20,625 19,888 6231 42,508 42,008 Deferred tax £7000 86 16) (16) 2) (3) 2019 2018 £000 £7000 ®) 86 Deferred tax 2000 283 (13) 16 2) 204 2019 2018 £000 £7000 204 283Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 23, CALLED UP SHARE CAPITAL AND RESERVES Allotted, issued and fully paid: Number: Cha Nominal 2019 2018 value: £ £ 5,000,000 (2018: 10,010) Ordinary shares. £0.01 each 50,000 100 (On 6 June 2019, the Company allotted 4,989,990 ordinary A class shares increasing its A class share capital to 5,000,000 with a nominal value of £50,000. ‘A written resolution was passed for a bonus share issue of £49,900. The share premium account reserve contains the premium arising on issue of equity shares, net of issue expenses. The profit and loss reserve represents cumulative profits or losses net of dividends paid and other adjustments 24. CASH FLOW STATEMENT Reconciliation of operating profit to cash generated by operations: 2019 £000 Operating profit 21,529 Adjustment for: ‘Depreciation and amortisation 2,542 ‘Operating cash flow before movement in working capital 24071 Increase in stocks (5,903) Decrease/(increase) in debtors 534 Increase/(decrease) in creditors 2,352 Net cash flows from operating acti Income taxes paid (572) Net cash flows from operating activities 19,482 Net debs reconciliation 1 December Cash flows 2018 CCash at bank and in hand 367 175 Bank overdrafts 1,861) 3 (1,494) 268 Bank loans (13,523) 1,462 Finance leases (514) 160 Net debt (15,531) 1,890 Page 32 2018 £000 20,084 010 22,094 177) (6.255) @2n) (4297) 454 30 November 2019 342 (1,768) (1,226) (12,061) (354) (03,641)Bailey Family Investments PLC ‘Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 25, 26. FINANCIAL COMMITMENTS. Total future minimum lease payments under non-cancellable leases are as follows: Group: 2019 2019 2019 2018 2018 2018 Land Land and Motor and Motor buildings vehicles Total buildings vehicles Total £000 £000 £000 £000 £000 £000 = within one year 367 459 826 3,738 751 4489 between one and five years 4,357 404 4,761 15,333 364 15,697 after five years 21,438 : 21,438 71441 : 71,441 ‘Company 2019 2019 2019 2018 2018 2018 Land Land and Motor and Motor buildings vehicles Total buildings ——_—vehicles. Total £000 £000 £000 £000 £000 £000 = within one year 367 7 367 101 315, 476 between one and five years 4,357 : 4357 261 182 43 after five years 21,438 7 21,438 224 : 224 EMPLOYEE BENEFITS The Group operates a defined contribution scheme for employees. The total amount charged to the profit and loss. account during the year in respect of this scheme was £526,690 (2018: £336,013). As at 30 November 2019 outstanding, contributions amounted to £328,683 (2018: £211,712). Page 33Bailey Family Investments PLC Notes to the Consolidated Financial Statements - continued for the Year Ended 30 November 2019 20. 28, 29. 30. 3. ‘TRANSACTIONS WITH RELATED PARTIES ‘Transaction Debtor! Sales! (Creditor) (Purchase) at 30 November 2019-2018 = 20192018 £7000 £7000 = £000 £000 Services incurred on behalf of; ‘Saxon Automobiles Limited - common director 103 1328001554 Globalnced Limited - common director : - 2 2 Glasax Yacht Charters Limited - common director : 87 - 500 ‘Transactions paid on behalf of company director Sl 11025 12,574 15,436 Sales to company director, MT R Bailey - on an arm's length basis 19 1,401 : : MrM TR Bailey isa director and sharcholder of the Company who operates a loan account. The balance owed by Mr MTR Bailey as at 30 November 2019 was £12.6m (2018: £15.4m), The maximum balance outstanding during the year ‘was £20.2m (2018: £15.4m), The Company is exempt under FRS 102 section 33 not to disclose transactions with entities, 100% of whose voting tights are controlled within the Group. See note 8 for disclosure of the directors’ remuneration CONTINGENT LIABILITIES “The Company and its subsidiaries are currently, and may infrequently be from time to time, involved in legal proceedings that are incidental to their operations. However the Company and its subsidiaries are not currently involved in any legal proceedings which the directors believe may have, or have had in the I2 months preceding the date ofthis report, a significant effect on the financial position or profitability of the Company and its subsidiaries. ‘The Bailey Family Investments PLC Group and The Trade Centre Group PLC have an arrangement of unlimited cross ‘guarantees whereby the bank liabilities ofthe Group are secured by the assets of the Group. SUBSIDIARY COMPANY'S EXEMPTIONS FROM AUDIT BY PARENT GUARANTEE, ‘The following subsidiary companies have taken exemption from audit by parent guarantee under s497A of the Companies Act: (Can Can Car Finance Limited Company number: 08175834 Car Finance Limited Company number: 05128743 POST BALANCE SHEET EVENTS Since the period under review, the rapid spreading of COVID-19 has become a significant emerging risk to the global ‘economy. The directors continue to monitor the impact of the virus on the business as more information about the ‘epidemic emerges. At the time of signing, the directors do not consider COVID-19 to impact the Group’s ability to continue as @ going concer and considers the balance sheet to be appropriately valued. The directors note this is a non-adjusting post balance sheet event. ULTIMATE CONTROLLING PARTY MTR Bailey is considered to be the ultimate controlling party by virtue of holding 95% of the issued ordinary share capital of Bailey Family Investments PLC Page 34