Company Registration No. 12545195 (England and Wales)
THE NORTON MOTORCYCLE CO. LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
THE NORTON MOTORCYCLE CO. LIMITED
COMPANY INFORMATION
Directors
Venu Srinivasan
(Appointed 25 March 2022)
Prof. Sir Ralf Dieter Speth
(Appointed 25 March 2022)
Sudarshan Venu
(Appointed 25 March 2022)
K.N. Radha Krishnan
(Appointed 25 March 2022)
Sharad Mohan Mishra
Peter Houghton
Secretary
Intertrust (UK) Limited
Company number
12545195
Registered office
1 Bartholomew Lane
London
EC2N 2AX
Auditor
Spencer Gardner Dickins Audit LLP
3 Coventry Innovation Village
Cheetah Road
Coventry
CV1 2TL
THE NORTON MOTORCYCLE CO. LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 23
THE NORTON MOTORCYCLE CO. LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2022
- 1 -
The directors present the strategic report for the year ended 31 March 2022.
Fair review of the business
Founded in 1898, Norton is Britain’s iconic sports motorcycle brand. It is among the most popular motorcycles brands in the world and is one of the most emotive marques today. TVS Motor Company Limited, India acquired the Norton brand and certain assets in April 2020 and “The Norton Motorcycle Co Limited” (Norton) was formed.
The Principal business of Norton is design, engineering, manufacturing, distributing and selling of high end premium two wheelers. Subsequent to the acquisition, the company has since established a modern, state of the art manufacturing facility at Solar Park, Solihull, West Midlands. The facility accommodates customer reception, brand display, service workshop, manufacturing, design / R & D studios, test facilities and offices.
As of March 2022, the company has created tangible assets to the extent of £10.35 million and intangible assets of £23.14 million. The facility at Solar Park also includes a customer experience center which will give a unique experience to customers thereby enhancing the brand image of the products.
The company has firmed up its business plan with a series of new products to be launched in coming years, catering to various segments of the premium motorcycle market. Production of motorcycles at the newly established facility commenced in February 2022 and they are expected to be in the market very soon. Key management positions have been filled up and the organisation has been strengthened through recruitment of manpower with required skills & talent in all functions.
As of March 2022, the parent company has infused share capital to the tune of £60 million which were used to fund the initial acquisition cost, creating the manufacturing facility & equipment and the operational expenses. The company has also tied with a bank for an overdraft facility to the extent of £5 million to meet its working capital needs. As of 31 March 2022, the company had a cash balance of £1.05 million.
Though the company has not taken over any liabilities or obligations as part of the acquisition, the company intends to deliver the motorcycles to customers who had paid deposits and placed orders with the erstwhile Norton company. Such deposits amounting to £3.2m has been recognised as a liability in the financial statements.
As the primary focus during the financial year 2021-22 was on establishing the manufacturing facility with the required quality standards and mobilising necessary resources for commencing the operations, there was no revenue from the sale of new motorcycles to customers. Summary of the financial results are as under:
Corporate Structure
The Norton Motorcycle Co. Limited is a wholly owned subsidiary of TVS Motor (Singapore) Pte Limited. TVS Motor (Singapore) Pte Limited is 100% held by TVS Motor Company Limited which is one of the largest two and three wheeler manufacturers in the world.
THE NORTON MOTORCYCLE CO. LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
- 2 -
Principal Risks and uncertainties
The company has finalised its product plan for the medium term with a series of new products to be launched in the coming years to cater to different segments of the premium motorcycle market in different geographies. Introduction of these new products with superior features and cutting-edge technologies in a timely manner is key to success of the business. Realising this need, the company has been focussing in recruiting and filling up key positions in design, engineering, quality, procurement, and other allied functions with requisite skills & knowledge. The company is also partnering with leading Engineering Service Providers in its product development process with a view to bring in efficiency and reduce the lead time. The company will also be leveraging its parent, TVS Motors India’s engineering and development capabilities to ensure high quality products are launched in a timely manner.
Initially the company’s products would be sold in UK market and in the next couple of years, the company has plans to expand its market to European countries, USA, and Asian market. The success of the business also depends on economic conditions, and growth trajectory in these countries. Since the company’s potential market spread across multiple countries & geographies, the economic and commercial risk of the business is well spread among these markets and this diversified market potential helps to mitigate this risk.
The company is also developing its plans for building a strong distribution network both in UK and in other markets. Establishing customer experience centres which will offer a unique buying experience to customers will be part of the distribution strategy apart from creating sales opportunities through social media and digital platforms to reach out to global customers. In order to ensure that Norton brand attracts customer preferences, the company is planning to build a diversified portfolio of premium and super premium motorcycles which is expected to drive the growth and profitability of the business in the years to come.
The company is committed to producing products with high quality standards, establishing a robust supply chain & a strong distribution network in its journey of relaunching this iconic brand to its rightful place at the global level. In this regard, TVS Motor India’s strength and capabilities in various aspects of business will be leveraged to bring more efficiencies in quality, cost, and delivery.
Research and Development
The company continues to focus in its research and development activities in the form of a) understanding the technological development and how they can be used for the benefit of customers, b) developing a deep understanding of the customer preferences and needs c) bringing innovation in style and design and d) undertaking benchmarking exercises. The company will be fully leveraging TVS Motor India’s engineering and R & D capabilities in the development of both internal combustion engine vehicles and electric vehicles. Apart from developing the required technology to meet the stringent emission and safely norms, the team of engineers will also be focussing in breakthrough technology initiatives for meeting the future mobility needs of the customers in accordance with the business plans of the company.
The company also collaborates with leading research and educational institutions in UK and in other countries in identifying the emerging trends in advanced technology development.
Going Concern
The company has embarked on a journey of reviving the glory of Norton brand by producing and selling superior products which are of high quality coupled with unique design and advanced technology. It has firmed up its product plans for the medium term and is in the process of mobilising the required resources for executing the same. The shareholders are fully committed in making this project a success and has demonstrated their commitment by way of injecting equity capital to the extent of £60 million so far. The board of directors of the company has also been expanded with the appointment of eminent personalities as directors who have rich industry experience and exposure to guide the operating team in executing the plans.
The Directors are optimistic that the company will continue to operate in the foreseeable future and hence adopts the “going concern” basis.
THE NORTON MOTORCYCLE CO. LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
- 3 -
Key performance indicators
However, during the last financial year, periodic reviews and board meetings were conducted to review the progress of a) establishment of manufacturing facilities, b) financial position of the company, c) status of recruitment. d) Engineering and quality plans, e) Production readiness and f) overall financial plan of the company.
Once the commercial sale of vehicles commences, the review of KPIs will be undertaken to review progress on new product development, project costs, gross margin of products, fixed costs, stock, and debtor levels, working capital position and evaluation of funding requirements.
Sharad Mohan Mishra
Director
26 April 2022
THE NORTON MOTORCYCLE CO. LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2022
- 4 -
The directors present their annual report and financial statements for the year ended 31 March 2022.
Principal activities
The Principal business of The Norton Motorcycle Co. Limited (Norton) is design, engineering, manufacturing, distributing and selling of high end premium two wheelers.
Results and dividends
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Venu Srinivasan
(Appointed 25 March 2022)
Prof. Sir Ralf Dieter Speth
(Appointed 25 March 2022)
Sudarshan Venu
(Appointed 25 March 2022)
K.N. Radha Krishnan
(Appointed 25 March 2022)
Sharad Mohan Mishra
Peter Houghton
Auditor
In accordance with the company's articles, a resolution proposing that Spencer Gardner Dickins Audit LLP be reappointed as auditor of the company will be put at a General Meeting.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial risk management objectives, review of performance, research and development activites and future developments.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s
auditor
is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s
auditor
is aware of that information.
On behalf of the board
Sharad Mohan Mishra
Director
26 April 2022
THE NORTON MOTORCYCLE CO. LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2022
- 5 -
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). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
-
select suitable accounting policies and then apply them consistently;
-
make judgements and accounting estimates that are reasonable and prudent;
-
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
THE NORTON MOTORCYCLE CO. LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF THE NORTON MOTORCYCLE CO. LIMITED
- 6 -
Opinion
We have audited the financial statements of The Norton Motorcycle Co. Limited (the 'company') for the year ended 31 March 2022 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102
The Financial Reporting Standard applicable in the UK and Republic of Ireland
(United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
-
give a true and fair view of the state of the company's affairs as at 31 March 2022 and of its loss 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.
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
company
in accordance with the ethical requirements that are relevant to our audit of the
financial statements
in the UK, including the FRC’s Ethical Standard
, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard
.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit
:
-
the information given in the strategic report and the directors'
eport 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.
THE NORTON MOTORCYCLE CO. LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF THE NORTON MOTORCYCLE CO. LIMITED
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie
d
material misstatements in the strategic report and the directors'
r
eport
.
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
remuneration specified by law are not made; or
-
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors'
r
esponsibilities
s
tatement, 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. In preparing the
financial statements
, the
directors are
responsible for assessing the company
'
s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the
directors
either
intend
to liquidate the company or to cease operations, or have no realistic alternative but to do so.
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 are free from material misstatement, whether due to fraud or error, and to issue an
auditor'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. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements
.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
-
Enquiring of management and those charged with governance around actual and potential litigation and claims.
-
Enquiring of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations.
-
Reviewing minutes of meetings of those charged with governance.
-
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
-
Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
THE NORTON MOTORCYCLE CO. LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF THE NORTON MOTORCYCLE CO. LIMITED
- 8 -
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 the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member for our audit work, for this report, or for the opinions we have formed.
Susan Thomas-Walls BSc BFP FCA (Senior Statutory Auditor)
For and on behalf of Spencer Gardner Dickins Audit LLP
26 April 2022
Chartered Accountants
Statutory Auditor
3 Coventry Innovation Village
Cheetah Road
Coventry
CV1 2TL
THE NORTON MOTORCYCLE CO. LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2022
- 9 -
Year
Period
ended
ended
31 March
31 March
2022
2021
Notes
£
£
Turnover
3
39,420
522,409
Cost of sales
(22,689)
(176,976)
Gross profit
16,731
345,433
Administrative expenses
(14,903,648)
(10,873,696)
Other operating income
3
65,303
228,068
Operating loss
4
(14,821,614)
(10,300,195)
Interest receivable and similar income
8
1,206
Loss before taxation
(14,821,614)
(10,298,989)
Tax on loss
9
112,644
Loss for the financial year
(14,708,970)
(10,298,989)
The profit and loss account has been prepared on the basis that all operations are continuing operations.
THE NORTON MOTORCYCLE CO. LIMITED
BALANCE SHEET
AS AT
31 MARCH 2022
31 March 2022
- 10 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
10
23,143,380
21,354,938
Tangible assets
11
10,351,215
5,880,609
33,494,595
27,235,547
Current assets
Stocks
12
4,796,717
2,530,078
Debtors
13
2,169,659
2,380,504
Cash at bank and in hand
1,051,231
1,568,098
8,017,607
6,478,680
Creditors: amounts falling due within one year
14
(6,220,160)
(7,213,215)
Net current assets/(liabilities)
1,797,447
(734,535)
Net assets
35,292,042
26,501,012
Capital and reserves
Called up share capital
16
60,300,001
36,800,001
Profit and loss reserves
17
(25,007,959)
(10,298,989)
Total equity
35,292,042
26,501,012
The financial statements were approved by the board of directors and authorised for issue on 26 April 2022 and are signed on its behalf by:
Sharad Mohan Mishra
Director
Company Registration No. 12545195
THE NORTON MOTORCYCLE CO. LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2022
- 11 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 2 April 2020
Period ended 31 March 2021:
Loss and total comprehensive income for the period
-
(10,298,989)
(10,298,989)
Issue of share capital
16
36,800,001
-
36,800,001
Balance at 31 March 2021
36,800,001
(10,298,989)
26,501,012
Year ended 31 March 2022:
Loss and total comprehensive income for the year
-
(14,708,970)
(14,708,970)
Issue of share capital
16
23,500,000
-
23,500,000
Balance at 31 March 2022
60,300,001
(25,007,959)
35,292,042
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2022
- 12 -
1
Accounting policies
Company information
The Norton Motorcycle Co. Limited is a
private
company
limited by shares
incorporated in
England and Wales
.
The registered office is
1 Bartholomew Lane, London, EC2N 2AX.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in
sterling
, which is the functional currency of the company.
Monetary a
mounts
in these financial statements are
rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of intangible assets and certain tangible fixed assets at fair value. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares
publicly available consolidated financial statements
, including this company,
which are
intended to give a true and fair view of the assets, liabilities,
financial position and profit or loss
of the group
.
T
he company has
therefore
taken advantage of
e
xemptions from the following disclosure requirements:
-
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
-
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’
Interest
income/expense and net gains/losses for each category of financial instrument;
basis
of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income
;
-
Section 33 ‘Related Party Disclosures’
Compensation for key management personnel
.
At the reporting date, the company was 100% owned by TVS Motor (Singapore) Pte Ltd, a company incorporated in Singapore. The ultimate parent company was TVS Motor Company Limited, a company incorporated in India. This company is the parent of the smallest group for which consolidated accounts are drawn up of which the company is a member. The registered office is "Chaitanya" No. 12, Khader Nawaz Khan Road, Nungambakkam, Chennai 600 006, Tamil Nadu, India.
1.2
Going concern
The company has made significant losses in this financial year
true
as
it ha
s
incurred expenses on setting up of the business and mobilising the resources
prior to production commencing
.
The directors have prepared cashflow forecasts and undertaken a review of the future financing requirements on the basis of both the expected further investment required into the next financial year as well as for ongoing operations of the company. The directors are satisfied that sufficient cash facilities being secured from its bankers and from the parent company to meet its working capital requirements
for at least 12 months following the date of signing of these financial statements.
Further, the parent company has confirmed its continuing support for the company and its intention to continue supporting the company with working capital as and when required. The directors are therefore confident that the company has adequate resources and working capital to continue in operational existence for the foreseeable future to meet its ongoing liabilities
.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
1
Accounting policies
(Continued)
- 13 -
1.3
Reporting period
The financial statements cover the year ended 31 March 2022. The comparative figures cover the period from incorporation on 2 April 2020 to 31 March 2021.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business
, and
is shown net of VAT and other sales related taxes
.
The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer
(usually on dispatch of the goods)
, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that
it is probable will be
recover
ed
.
License fee income is recognised at fair value in the period to which it relates.
1.5
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated and is amortised over the life of the product to which it relates once the product is placed in the market.
1.6
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost or valuation and are subsequently measured at cost or valuation less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date
where
it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the
fair
value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Intangible assets comprise acquired brand names, intellectual property and goodwill and are carried at valuation less amortisation.
Amortisation 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:
Patents and licences
8 years straight line
Development costs
5 - 8 years straight line
Brand names and trademarks
8 years straight line
1.7
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.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
1
Accounting policies
(Continued)
- 14 -
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:
Leasehold improvements
5 year straight line
Plant and equipment
3 and 10 year straight line
Fixtures and fittings
3 year straight line
Computers
3 year straight line
Motor vehicles
6 - 8 year straight line
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 or loss
.
1.8
Impairment of fixed assets
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
profit
or
loss
, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
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
, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.9
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
1
Accounting policies
(Continued)
- 15 -
1.10
Cash and cash equivalents
Cash and cash equivalents
are basic financial assets
and
include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.11
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.
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.
1.12
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the
profit and loss account
because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The
company’s
liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the
profit and loss account
, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the
company
has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
1
Accounting policies
(Continued)
- 16 -
1.14
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or
fixed assets
.
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.
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Leases
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 lease
s
asset are consumed.
1.17
Government grants
Government grants are recognised at the fair value of the asset receive
d
or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met
. Where a
grant does not specify performance conditions
it
is recognised in income when the proceeds are received or receivable
. A grant received before the recognition criteria are satisfied is recognised as a liability.
1.18
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation
in the period
are included in profit or loss.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
- 17 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 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.
Critical judgements
The following judgements, estimates and assumptions which have had the most significant effect on amounts recognised in the financial statements and which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Stock obsolescence provisions
At each balance sheet date the directors assess stock for obsolescence. Due to the size and nature of stock this is a key accounting estimate.
The provision is calculated based on an estimate of the remaining life of stock held at the balance sheet date.
Tangible and intangible fixed assets
Judgements are required on estimating the useful economic lives of tangible and intangible fixed assets. Where an indication of impairment is identified the estimation of recoverable value requires estimation.
Deferred tax
Management estimation is required to determine the amount of deferred tax assets that can be recognised, based upon likely timing and level of future taxable profits.
Capitalisation of development costs
Management judgement has been required in estimating the proportion of time spent by staff in the development of products in order that those costs are capitalised as intangible fixed assets.
3
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Motorcycle sales
14,520
73,000
Parts and servicing
12,833
108,007
Royalty income
10,632
18,901
Other income
1,435
322,501
39,420
522,409
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
3
Turnover and other revenue
(Continued)
- 18 -
2022
2021
£
£
Other significant revenue
Interest income
-
1,206
Grants received
65,303
228,068
4
Operating loss
2022
2021
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
(41,548)
23,249
Research and development costs
480,048
Government grants
(65,303)
(228,068)
Depreciation of owned tangible fixed assets
879,039
120,715
Loss on disposal of tangible fixed assets
1,007
Amortisation of intangible assets
3,008,230
2,488,903
Operating lease charges
523,356
394,381
5
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
17,000
14,000
For other services
Taxation compliance services
1,000
1,000
All other non-audit services
3,180
4,200
4,180
5,200
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Administration
30
26
Production
118
58
Total
148
84
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
6
Employees
(Continued)
- 19 -
Their aggregate remuneration comprised:
2022
2021
£
£
Wages and salaries
4,736,453
3,269,220
Social security costs
487,781
330,090
Pension costs
330,711
187,442
5,554,945
3,786,752
£2,230,873 of wages and salary costs, £232,957 of social security costs and £157,943 of pension costs have been capitalised as development costs and are not included in the figures noted above.
7
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
18,000
19,108
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to
0.
8
Interest receivable and similar income
2022
2021
£
£
Interest income
Interest on bank deposits
1,206
9
Taxation
2022
2021
£
£
Current tax
Adjustments in respect of prior periods
(112,644)
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
9
Taxation
(Continued)
- 20 -
The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
2022
2021
£
£
Loss before taxation
(14,821,614)
(10,298,989)
Expected tax credit based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
(2,816,107)
(1,956,808)
Tax effect of expenses that are not deductible in determining taxable profit
(157,767)
86,131
Unutilised tax losses carried forward
2,973,874
1,870,677
Research and development tax credit in respect of prior period
(112,644)
Taxation credit for the year
(112,644)
-
10
Intangible fixed assets
Patents and licences
Development costs
Brand names and trademarks
Total
£
£
£
£
Cost
At 1 April 2021
429,000
73,139
23,341,702
23,843,841
Additions
4,316,677
553,134
4,869,811
Transfers
(73,139)
(73,139)
At 31 March 2022
429,000
4,316,677
23,894,836
28,640,513
Amortisation and impairment
At 1 April 2021
26,813
2,462,090
2,488,903
Amortisation charged for the year
53,625
2,954,605
3,008,230
At 31 March 2022
80,438
5,416,695
5,497,133
Carrying amount
At 31 March 2022
348,562
4,316,677
18,478,141
23,143,380
At 31 March 2021
402,187
73,139
20,879,612
21,354,938
Development costs of £73,139 were transferred into tangible fixed assets in the year.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
- 21 -
11
Tangible fixed assets
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 April 2021
3,826,075
1,392,154
69,827
151,410
561,858
6,001,324
Additions
1,045,839
1,067,557
1,813,179
468,720
892,763
5,288,058
Disposals
(5,050)
(5,050)
Transfers
(10,363)
77,000
66,637
At 31 March 2022
4,871,914
2,444,298
1,960,006
620,130
1,454,621
11,350,969
Depreciation and impairment
At 1 April 2021
29,671
9,111
13,553
68,380
120,715
Depreciation charged in the year
197,539
158,487
288,642
118,706
115,665
879,039
At 31 March 2022
197,539
188,158
297,753
132,259
184,045
999,754
Carrying amount
At 31 March 2022
4,674,375
2,256,140
1,662,253
487,871
1,270,576
10,351,215
At 31 March 2021
3,826,075
1,362,483
60,716
137,857
493,478
5,880,609
Included within transfers of £66,637 are £73,139 of transfers from intangible fixed assets.
12
Stocks
2022
2021
£
£
Raw materials and consumables
3,920,202
2,212,803
Work in progress
770,692
317,275
Finished goods and goods for resale
105,823
4,796,717
2,530,078
13
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
378,851
893,778
Corporation tax recoverable
112,644
Other debtors
562,755
846,853
Prepayments and accrued income
1,115,409
639,873
2,169,659
2,380,504
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
- 22 -
14
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
973,339
945,340
Amounts owed to group undertakings
1,224,122
2,376,056
Taxation and social security
241,855
134,450
Other creditors
3,253,373
3,213,814
Accruals and deferred income
527,471
543,555
6,220,160
7,213,215
15
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
330,711
187,442
The company operates a defined contribution pension scheme for all qualifying employees.
The assets of the scheme are held separately from those of the company in an independently administered fund.
16
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
60,300,001
36,800,001
60,300,001
36,800,001
The company has one class of ordinary shares w
hich have full rights to voting, dividends and capital distribution. They do not confer any rights of redemption.
At various points during the year a total of 23,500,000 ordinary shares of £1 each were issued for cash at par.
17
Reserves
Profit and loss reserves
Profit and loss reserves represent the retained profits of the company since its inception.
THE NORTON MOTORCYCLE CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2022
- 23 -
18
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2022
2021
£
£
Within one year
529,685
493,685
Between two and five years
290,349
764,506
In over five years
8,912
10,440
828,946
1,268,631
19
Capital commitments
Amounts contracted for but not provided in the financial statements:
2022
2021
£
£
Acquisition of tangible fixed assets
1,798,541
20
Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel is disclosed in note 7.
Other information
The company has taken advantage of the exemption under the terms of FRS102 not to disclose related
true
party transactions with wholly owned companies within the group.
2022-03-31
2021-04-01
false
CCH Software
CCH Accounts Production 2022.100
Venu Srinivasan
Prof. Sir Ralf Dieter Speth
Sudarshan Venu
Venu Srinivasan
Prof. Sir Ralf Dieter Speth
Sudarshan Venu
Intertrust (UK) Limited
true
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