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ECV Eco City

2.875
0.00 (0.00%)
14 Jun 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Eco City LSE:ECV London Ordinary Share GB00BW1YYP78 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 2.875 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Eco City Vehicles PLC Final Results and Notice of Annual General Meeting (3077P)

05/06/2015 7:00am

UK Regulatory


Eco City (LSE:ECV)
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TIDMECV

RNS Number : 3077P

Eco City Vehicles PLC

05 June 2015

5 June 2014

Eco City Vehicles PLC

("ECV" or "the Company")

Announcement of annual results for the Year ended 31 December 2014

Notice of Annual General Meeting

The board of directors of ECO City Vehicles plc ("the Board") announces that the Annual Report and Accounts for the year ended 31 December 2014 are being distributed today to ordinary shareholders of the Company, together with the notice of the Annual General Meeting of the Company (the "AGM") to be held at the offices of Allenby Capital at 3 St. Helen's Place, London EC3A 6AB on 30 June, 2015 at 11am (the "Notice").

A copy of the Annual Report and Accounts and the Notice can be found on the Company's website at http://www.ecocityvehicles.com.

Eco City Vehicles PLC announces its audited results for the year ended 31 December 2014.

-- On 23 September 2014 Mercedes-Benz informed KPM-UK Taxis Plc ("KPM"), the Company's subsidiary, that it was terminating its stocking facilities and trading agreements with immediate effect. On 19 September 2014 the trading in the Company's shares was suspended and on 24 September 2014 the directors placed KPM into administration.

-- One80 Limited ("One80") the Company's intellectual property subsidiary, was placed in administration on 24 September 2014 by its directors.

-- On 6 October 2014 the Company filed a notice of intention to appoint an administrator for the Company and the resignation of Jonathan Moritz from the board.

-- On 14 November 2014 the Company announced the appointment of Allenby Capital Limited as Nominated Adviser & Broker and the resignation of Peter DaCosta as a director of the Company.

-- On 17 October 2014 the Company was placed in administration by its directors. On 1 December 2014 the administrators issued a proposal for a Company Voluntary Arrangement ("CVA") to the Company's creditors and shareholders following discussions with a number of potential investors. The CVA proposals were approved by the Company's shareholders and creditors on 22 December 2014. Following the approval of the CVA proposal the Company exited administration and entered into CVA. Management and control of the Company returned to its directors, John Swingewood and Ran Oren. The former Joint Administrators continued as Joint Supervisors of the CVA for the purpose of its implementation.

-- On 24 December 2014 the Company issued a circular and a notice of General Meeting to its shareholders setting out proposals to raise funds in total of GBP250,000 by means of private placing of up to GBP250,000 of convertible loan notes ("CLN"). GBP143,000 of the proceeds of the subscription has been applied to fund the CVA proposals. The proposals, including resolutions for the reorganisation and consolidation of the Company's shares, were approved on 20 January 2015, and the Company began its new activity as an investing company, seeking a suitable operating company to acquire by way of a share exchange.

   --      Trading in the Company's Shares was restored on AIM on 03 March 2015. 

Following the implementation of the CVA the Company has become an investing company. The Company's new investing policy is to invest and/or acquire companies and/or assets in the telecommunications, media and technology sectors where the Board believes there are opportunities for growth which, if achieved, will be earnings enhancing for shareholders.

Commenting on the results, John Swingewood, Chairman, said

"The market conditions became very difficult for London taxi sales and unfortunately the Company was unable to continue trading in these conditions. Subsequently the Board has worked hard to restructure the business to enable it to become an investing company that hopefully in the long term will return value to the Company's existing and new shareholders following the completion of the above mentioned CLN subscription."

A copy of the Company's annual accounts is now available on the Company' website and has been posted out to shareholders.

Enquiries:

 
Eco City Vehicles plc                +44 1444 440 359 
John Swingewood, Director 
 
Allenby Capital Limited (Nominated 
 adviser and broker)                 +44 20 3328 5656 
Nick Harris/Nick Naylor 
 

CHAIRMAN'S REVIEW

Introduction

2014 was a difficult year for everybody involved in the Company, with the administration first of our operating subsidiaries, followed by the Company itself, but following the difficult restructuring, which was not completed until after the year end, we now face the future with a renewed sense of optimism. As an investing company, we are hopeful of identifying a suitable company to acquire by way of a share exchange, and look forward to communicating this to shareholders in the future.

The results reflect the position prior to ECV entering and subsequently exiting administration on 22 December 2014 by way of a Company Voluntary Arrangement ("CVA"), following approval by both creditors and shareholders. Shareholders subsequently also approved the refinancing through the issue of CLN's described earlier, and the Company's shares returned to trading on AIM on 3 March 2015 as an investing company.

The annual accounts for the year ended 31 December 2014 reflect the former operating activities of the Group as discontinued activities.

Management, Employees and Board

On 5 March 2014 the Company announced that Trevor Parker had stepped down from the Board to pursue other interests and the appointment of Ran Oren as non-executive director.

On 6 October 2014 Jonathan Moritz resigned from his position as Finance Director of the Company and other subsidiaries.

On 16 November Peter DaCosta resigned from the board as non executive director.

Future Outlook

Following the implementation of the CVA the Company has become an investing company. The Company's new investing policy is to invest and/or acquire companies and/or assets in the telecommunications, media and technology sectors where the Board believes there are opportunities for growth which, if achieved, will be earnings enhancing for shareholders

John Swingewood

Chairman

3 June 2015

STRATEGIC REPORT

Principal Activities

Eco City Vehicles PLC entered administration on 17 October 2014 and subsequently exited administration on 22 December 2014 by way of a Company Voluntary Arrangement ("CVA"), following approval by both creditors and shareholders.

On 24 December 2014 the Company issued a circular and a notice of General Meeting to its shareholders setting out proposals to raise funds totalling of GBP250,000 by means of a private placing of CLN's. GBP143,000 of the proceeds of the subscription has been applied to fund the CVA. The proposals also included resolutions for the reorganisation and consolidation of the Company's shares. All resolutions were approved at the General Meeting.

The placing of the CLN's was successful and the share reorganisation implemented following the successful return of the company's ordinary shares from suspension on 3 March 2015

Prior to the administration the Group owned intellectual property used for the conversion of Mercedes Benz vans into licensed taxis, and ran a licensed taxi dealership, with related driver solutions and after-sales services, from its main site in East London. The dealership's activities comprised new vehicle sales, used vehicle sales, vehicle servicing, vehicle parts distribution, taxi meter fitting and calibration, and a bodyshop repair centre. The Group also ran its own taxi rental fleet, with around 45 vehicles out on hire by 30 June 2014. The new vehicle business operated under a dealer agreement with Mercedes Benz covering Vito taxis. Its servicing and parts activities operated under dealer agreements both with Mercedes Benz and with the London Taxi Company. The servicing and parts agreement with Mercedes Benz covered commercial vehicles as well as taxis. The Mercedes Benz Vito taxi was converted for Mercedes Benz by a 3rd party vehicle conversion company which operated under licence from the Group's intellectual property subsidiary One80 Ltd. These activities were terminated by Mercedes Benz with immediate effect on 23 September 2014. The annual accounts for the year ended 31 December 2014 reflect activities of the Group as discontinued activities.

Key performance indicators

In future periods the directors will set KPI's aligned with the achievement of the Company's new investing policies.

Business Strategy

Following the approval of the CVA proposal the Company exited administration and entered into CVA. Management and control of the Company returned to its directors, John Swingewood and Ran Oren. The former Joint Administrators will continue in a different role as Joint Supervisors of the CVA for the purpose of its implementation

On 24 December 2014 the Company issued a circular and a notice of General Meeting to its shareholders setting out proposals to raise funds in total of GBP250,000 by means of private placing of up to GBP250,000 CLN's. GBP143,000 of the proceeds of the subscription have since been applied to fund the CVA proposals.

As the Company no longer has a trading activity, the Company has become an investing company. The Company's strategy is to invest in and/or acquire companies and/or assets in the telecommunications, media and technology sectors where the Board believes there are opportunities for growth which, if achieved, will be earnings enhancing for Shareholders.

Principal Risks and Uncertainties

The Board of Directors continuously identify, monitor and manage potential risks and uncertainties relating to the Group. The risks are inherent in all business. The list below sets out certain risk factors which could have an impact on the Group's long term performance. The list is not presumed to be exhaustive, and by its nature is subject to change.

The main risks arising from Group's operations are dependence on key personnel and breakdown of internal control due to fraud or error. The Directors review and agree policies for managing each of these risks and they are summarised below:

Dependence on key personnel

The Group depends upon the expertise and continued service of key executives. The Group ensures that the key personnel are retained by offering competitive pay.

Internal control

The Group does not employ an internal audit function but ongoing review of systems and adherence to these systems is undertaken by the Directors.

Post balance sheet events

On 20 January 2015 all the resolutions set out in the proposal above were approved by the Company's shareholders

The Board has decided to continue with the current name Eco City Vehicles PLC until a suitable acquisition is completed.

The Company's shares returned to trading on AIM on 3 March 2015.

Ran Oren

Director

Company number 04998151

eco city vehicles plc

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2014

 
                                                2014   2013 restated 
                                     Notes    GBP000          GBP000 
 
 Revenue                                           -               - 
 
 Cost of sales                                     -               - 
 
 
 Gross profit                                      -               - 
 
 Administrative expenses                     (2,854)           (818) 
 
 Other income                           3b        42              93 
 
 
 (Loss)/profit from operations 
  before non-recurring items                   (467)             242 
 
 Non-recurring items                    3c   (2,345)           (967) 
----------------------------------  ------  --------  -------------- 
 
 (Loss)/profit from continuing 
  operations                                 (2,812)           (725) 
 
 Finance costs                           6      (22)            (62) 
 
 
 (Loss)/profit before taxation 
  from continuing operations                 (2,834)           (787) 
 
 Taxation                                          -               - 
 
 (Loss)/profit from discontinued 
  operations                            22     (910)           1,814 
 
 
 (Loss)/profit for the period and total 
  comprehensive loss                         (3,744)           1,027 
 
 
 (Loss)/profit attributable to: 
 Equity holders of the parent 
 
   *    Continuing operations                (2,834)           (787) 
 
   *    Discontinued operations                (826)           1,783 
 Non-controlling interests: 
 
   *    Continuing operations                      -               - 
 
   *    Discontinued operations                 (84)              31 
 
                                             (3,744)           1,027 
                                            ========  ============== 
 
 
 Loss per share                                Pence           Pence 
 
 Basic and diluted loss per share 
  :                                      8    (0.79)            0.24 
 
 (Loss)/profit from continuing 
  operations                                  (0.10)            0.05 
 
 Loss from non-recurring items                (0.50)          (0.20) 
 
 
 (Loss)/profit from discontinued 
  operations                                  (0.19)            0.39 
 
 

eco city vehicles plc

Consolidated Statement of Financial Position

As at 31 December 2014

 
                                             2014      2013 
 Assets                           Notes    GBP000    GBP000 
 Non-current 
 Property, plant and equipment        9         -     3,185 
 
 Intangible assets                   10         -       661 
 
 Goodwill                            11         -       564 
 
 
 Total non-current assets                       -     4,410 
 
 
 Current 
 Inventories                         12         -     2,932 
 
 Trade and other receivables         13         -     6,217 
 Cash and cash equivalents           14         -       930 
 
 
 Total current assets                           -    10,079 
 
 
 Total assets                                   -    14,489 
 
 
 Equity and liabilities 
 Equity 
 
 Equity attributable to owners 
  of the parent: 
 Share capital                       19     4,713     4,692 
 
 Share premium                              3,190     3,177 
 
 Reverse acquisition reserve                    -   (1,709) 
 
 Retained deficit                         (7,918)   (4,723) 
 
 
                                             (15)     1,437 
 
 Non-controlling interest                       -        84 
 
 
 Total equity                                (15)     1,521 
 
 
 Current liabilities 
 Borrowings                          16         -     1,387 
 Trade and other payables            15        15     7,703 
 Provisions                          17         -       285 
 
 
 
 Total current liabilities                     15     9,375 
 
 
 Non-current liabilities 
 Borrowings                          16         -     3,170 
 
 Trade and other payables            15         -       254 
 
 Provisions                          17         -       169 
 
 
 Total non-current liabilities                  -     3,593 
 
 
 Total liabilities                             15    12,968 
 
 
 Total equity and liabilities                   -    14,489 
 
 
 

eco city vehicles plc

Consolidated Statement of Changes in Equity

As at 31 December 2014

 
                                                                               Total 
                                                                        attributable 
                                          Reverse   Shares                 to equity          Non- 
                    Share     Share   acquisition    to be   Retained        holders   Controlling     Total 
                  capital   premium       reserve   issued    deficit      of Parent        Equity    Equity 
                   GBP000    GBP000        GBP000   GBP000     GBP000         GBP000        GBP000    GBP000 
 At 1 January 
  2013              4,565     3,070       (1,709)      189    (5,697)            418            53       471 
 
 
 Total 
  comprehensive 
  loss                  -         -             -        -        996            996            31     1,027 
 
 Issue of share 
  capital             127       107             -    (189)          -             45             -        45 
 
 Share based 
  payment               -         -             -        -       (22)           (22)             -      (22) 
 
 
 At 31 December 
  2013              4,692     3,177       (1,709)        -    (4,723)          1,437            84     1,521 
 
 
 Total 
  comprehensive 
  loss for the 
  period                -         -         1,709        -    (3,744)        (2,035)          (84)   (2,119) 
 
 Disposal of 
  assets                -         -             -        -        549            549             -       549 
 
 Issue of share 
  capital              21        13             -        -          -             34             -        34 
 
 
 At 31 December 
  2014              4,713     3,190             -        -    (7,918)           (15)             -      (15) 
 
 

eco city vehicles plc

Consolidated Statement of Cash Flows

For the year ended 31 December 2014

 
                                                       2014      2013 
                                            Notes    GBP000    GBP000 
 Net cash inflow from 
 Operating activities 
 (Loss)/profit for the year                         (3,744)     1,027 
 
 Adjustments for: 
 Depreciation and Amortisation                            -       572 
 Impairment - continuing operations                   2,080       856 
 Loss from Discontinued Operations                      910         - 
 Transfer to administrators                           (506)         - 
 Share option charge                                      -      (22) 
 Finance cost                                            22       219 
 Income tax expense                                       -      (50) 
 Payments to acquire assets held 
  for rental                                              -     (141) 
 
 
                                                      1,238     2,461 
 
 
 Decrease/(Increase) in debtors                       6,217   (4,275) 
 (Decrease)/increase in creditors                   (7,943)       878 
 Decrease in stocks                                   2,932     1,206 
 
 
 Cash generated from operations                        (32)       270 
 
 
 Income taxes received                                    -        50 
 
 
 Net cashflows from operating activities               (32)       320 
 
 Investing activities 
 Payments to acquire tangible fixed 
  assets                                                  -     (125) 
 Impairment of fixed assets                               -         - 
 Purchase of intangibles                                  -      (47) 
 
 
 Net Cash used in investing activities                    -     (172) 
 
 
 
 Financing activities 
 Net cash generated from share 
  issue                                                  34        45 
 Interest paid                                         (22)     (219) 
 Repayments of pension loans                              -      (84) 
 Loss from Discontinued Operations                    (910) 
 Movement in stock financing                              -       449 
 
 
 Net cash (used in)/from financing 
  activities                                          (898)       191 
 
 
 Increase/(decrease) in cash                          (930)       339 
 
 
 
 Cash and cash equivalents at beginning 
  of the year                                           930       591 
 
 Cash and cash equivalents at end 
  of the year                                  21         -       930 
 
 
 

1. Accounting policies

The principal accounting policies adopted in preparation of the Group's financial statements are set out below.

Basis of preparation

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS and IFRIC Interpretations) issued by the International Accounting Standards Board (IASB) as adopted by the European Union and with those parts of the Companies Act 2006 applicable to companies preparing their financial statements under IFRS.

The financial statements have been prepared using the measurement basis specified by IFRS for each type of asset, liability, income and expense. The measurement bases are more fully described in the detailed accounting policies below.

The preparation of financial statements, in conformity with general accepted accounting principles under IFRS, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results may ultimately differ from those estimates.

The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these consolidated financial statements.

Going concern

The Group has prepared detailed forecasts taking account of actual results to date and its current run rate on a prudent basis. On 24 December 2014 the Company issued a circular and a notice of General Meeting to its shareholders setting out proposals to raise funds in total of GBP250,000 by means of private placing of up to GBP250,000 CLN's. GBP143,000 of the proceeds of the subscription have been applied to fund the CVA proposals. Taking into account the proceeds from the issue of CLN's after the balance sheet date and based on available forecasts, the directors' consider the going concern basis of preparation to be appropriate.

Basis of consolidation

The financial statements incorporate the financial statements of the Company and subsidiaries controlled by the Company made up to the year ended 31 December 2014.

Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities. The financial statements of subsidiaries are included in the financial statements from the date that control commences until the date that control ceases.

On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e. discount on acquisition) is credited to profit and loss in the period of acquisition.

The results of subsidiaries acquired or disposed of during the year are included in the Consolidated statement of comprehensive income from the effective date of acquisition or up to the effective date of disposal, as appropriate.

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, expenses and unrealised gains are eliminated when preparing the historical financial information. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

Business combinations

Business combinations are accounted for using the acquisition method. The cost of the acquisition is measured at the aggregate of the fair values, at the date of exchange, of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree, plus any costs directly attributable to the business combination. The acquiree's identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 (r2008) are recognised at their fair value at the acquisition date.

The Group has not applied IFRS 3 (r2008) "Business Combinations" retrospectively to business combinations prior to 1 January 2010.

For business combinations completed on or after 1 January 2010, cost comprised the fair value of assets given, liabilities assumed and equity instruments issued, plus the amount of any non-controlling interests in the acquiree plus, if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree. Contingent consideration is included in cost at its acquisition date fair value and, in the case of contingent consideration classified as a financial liability, remeasured subsequently through profit and loss. For business combinations completed on or after 1 January 2010, direct costs of acquisition are recognised immediately as an expense.

Goodwill is capitalised as an intangible asset with any impairment in carrying value being charged to the consolidated statement of comprehensive income. Where fair value of identifiable assets, liabilities and contingent liabilities exceed the fair value of consideration paid, the excess is credited in full to the consolidated statement of comprehensive income on the acquisition date.

Standards, amendments and interpretations to published standards not yet effective

At the date of approval of these financial statements, no standards and interpretations which were in issue but not yet effective are expected to have a material impact on the financial statements of the Group.

Discontinued operations

The Group classifies discontinued operations as major lines of business, geographical areas of business or subsidiaries companies that are held for resale or that are not continuing to trade. Such operations are measured at the lower of their carrying amount and fair value less costs to sell or to distribute. Costs to distribute are the incremental costs directly attributable to the distribution, excluding the finance costs and income tax expense.

Discontinued operations are excluded from the results of continuing operations and are presented as a single amount as profit or loss after tax from discontinued operations in the statement of profit or loss. Additional disclosures are provided in Note 22.

Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales-related taxes.

Sales of goods comprise new and used taxis sales and related parts. These sales are recognised when the substantial risks and rewards are transferred, this is when the goods are delivered.

Sales of services comprise servicing and repairs of taxis and sales of bodyshop repairs comprise repairs of taxis. These sales are recognised as services are provided.

Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.

Cash and cash equivalents

For the purpose of the cash flow statement, cash and cash equivalents comprise cash at bank, cash in hand, deposits with a maturity of three months or less from inception and bank overdrafts. Any bank overdrafts would be shown within Borrowings in Current Liabilities on the Balance Sheet.

Segmental reporting

Operating segments have been identified on the basis of internal reports that are regularly reviewed by the chief operating decision maker to allocate resources and assess performance.

Impairment of assets

At each balance sheet date, the Directors review the carrying amounts of the Group's 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 the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amounts 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 the money and the risks specific to the asset 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 (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Impairment losses recognised for cash-generating units, to which goodwill has been allocated, are credited initially to the carrying amount of goodwill. Any remaining impairment loss is charged pro rata to the other assets in the cash-generating unit.

Where an impairment loss subsequently reverses, the carrying amount of the asset (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 (cash-generating unit) in the prior period. A reversal of an impairment loss is recognised in the Consolidated statement of comprehensive income immediately.

Goodwill and intangible assets with an indefinite life are not amortised but are reviewed annually for impairment. Any charge is recognised as a profit or loss.

Financial equity

Financial instruments issued by the Group are treated as equity (i.e. forming part of shareholders' funds) only to the extent that they meet the following two conditions:

-- they include no contractual obligations upon the Group to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the Group; and

-- where the instrument will or may be settled in the Company's own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Company's own equity instruments or is a derivative that will be settled by the Company exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments.

Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. Equity comprises the following:

   --      "Share capital" represents the nominal value of equity shares. 

-- "Share premium" represents the excess over nominal value of the fair value of consideration received for equity shares, net of expenses of the share issue.

-- "Reverse acquisition reserve" represents the excess of the fair value of the deemed cost of acquisition over the issued share capital and share premium of the combined entity.

-- "Revaluation reserve" represents Group assets that are deemed to have an increase or decrease on their original book value.

   --      "Retained deficit" represents losses of the Group brought forward. 

Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit or loss for the year. Taxable profit or loss differs from net profit as reported in the Consolidated statement of comprehensive income 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 Group's liability for current and deferred tax is calculated using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit or loss, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) 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 balance sheet 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 Consolidated statement of comprehensive income, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

Non-recurring Items

These are items of income or expense which are presented separately due to their nature, size or incidence. The separate reporting of such items helps provide a better indication of the Group's underlying business performance.

Estimation of uncertainty

In the process of applying the Group's accounting policies the items requiring management estimation and judgement that have the most significant risk of causing material adjustments to the amounts recognised in the financial statements are described below:

Estimation:

- Impairment

An impairment loss recognised for the amount by which the asset's or cash-generating unit's carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected future cash flows from each cash-generating unit and determines a suitable interest rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows, management make assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary, and may cause significant adjustments to the Group's assets within the next financial year. In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset-specific risk factors.

Judgement:

- Going concern

Management consider whether the Group has sufficient working capital to continue trading for at least twelve months. To determine working capital, management estimates expected future cash flows for each cash generating unit. In the process of estimating future cash flows management makes assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary, and may cause significant adjustments to the Group's working capital in the next twelve months.

2. Segmental analysis

For management purposes, the Group is organised into two business segments based on the nature of the business. The Group's reportable segments are now as follows:

- Continuing, which relates to the parent company

- Discontinued, which relates to the groups subsidiary companies.

Revenue reported represents revenue generated from external customers. Sales between segments in the year are eliminated for reporting purposes.

There are no external customers that individually represent 10% or more of the entity's revenues.

The accounting policies of the reportable segments are the same as the Group's accounting policies. Segment profit represents the gross profit earned by each segment without allocation of central administration, profits of associates, investment revenue and income tax expense. Other income, finance costs and finance income are allocated to the department incurring them where possible. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.

 
 Segment revenues and results 
 
 The following is an analysis of the Group's revenue and results from 
  continuing operations by reportable segment. 
 
                                                   Segment Revenue                Segment Profit 
                                             31 December      31 December    31 December   31 December 
                                                 2014            2013           2014          2013 
                                               GBP'000          GBP'000        GBP'000       GBP'000 
 
 Revenue                                                -               -              -             - 
 
 Non-allocated                                          -               -              -             - 
 
 Total for continuing operations                        -               -              -             - 
 
 
 Other operating income                                                               42            93 
 Finance costs                                                                      (22)          (62) 
 Non-recurring items                                                             (2,345)         (967) 
 Central administration 
  costs                                                                            (509)           149 
 
 Loss before tax per management information                                      (2,834)         (787) 
 
 
 Reconciliation to statutory 
  accounts: 
 Loss per management information                                                 (2,834)         (787) 
 
 Reconciling items: 
 (Loss)/profit from continuing 
  operations                                                                       (910)         1,814 
                                                                            ------------  ------------ 
 
 (Loss)/profit before tax per statutory 
  accounts                                                                       (3,744)         1,027 
 
 
 

Note: Prior years have been restated to reflect a change in management accounting allocations in the reportable segments.

For the purposes of monitoring segment performance and allocating resources between segments:

   --      Prior year has been restated to reflect a change in management account allocations 

-- The Group operates entirely within the United Kingdom, and all revenues arise from this geographical area.

3. a) Operating loss

Operating loss has been arrived at after charging/ (crediting):

 
                                                     2014     2013 
                                                   GBP000   GBP000 
 
 Staff costs                                          154      268 
 Depreciation of property, plant and 
  equipment 
  -    Impairment of assets (non-recurring)           991      856 
 Rental income received                               (3)      (9) 
 Auditors' remuneration for following 
  services: 
      Fees payable to the Company's auditors 
       for the audit of the financial 
 -     statements                                      15       25 
      Fees payable to the Company's auditors 
       for the audit of the company's 
 -     subsidiaries pursuant to legislation             -       25 
 -    Audit related assurance services                  -       17 
 -    Tax compliance services                           -        8 
                                                  -------  ------- 
  Total of Auditors fees                               15       75 
 
 
 

3. b) Other income

During the year the Group received the following other operating income

 
                                     2014     2013 
                                   GBP000   GBP000 
 
 
 Rental income                          3        9 
 Administrative charges & other        39       84 
 
                                       42       93 
 
 
 

3. c) Non-recurring items

The operating loss for the year ended 31 December 2014 of GBP2.8m in total is stated after non-recurring items totalling GBP2.3m shown below

 
                                         2014              2013 
                                    GBP000   GBP000   GBP000   GBP000 
 
 Professional fees 
 - Restructuring                        61                62 
 
                                                 61                62 
 
 Impairment charges                  2,080               856 
 
                                              2,080               856 
 
 Administration costs                  114                 - 
 
                                                114                 - 
 
 Employment/recruitment                  -                24 
 
                                                  -                24 
 
 Compensation for loss of office        49                 - 
 
                                                 49                 - 
 
 Other                                  41                25 
 
                                                 41                25 
 
 
 
 
                                              2,345               967 
 
 
 

During 2014 the parent company and two of its subsidiaries entered administration, with another subsidiary entering liquidation. Impairment of assets associated with these companies resulted in a non-recurring cost of 2.08m

4. Employee remuneration

4.1 Employee benefits expensed & employee numbers

 
                                         2014     2013 
                                       GBP000   GBP000 
 
 
 Wages and salaries                       139      242 
 Social security costs                     16       26 
 
 
                                          155      268 
 
 
 Average number of employees in the 
  year                                     63       68 
 
 

5. Directors' emoluments

 
 
 
                                      Compensation   Consideration 
                                          for loss         paid to 
                     Basic    Bonus      of office     3rd parties   Pension   Benefits    Total 
                      2014     2014           2014            2014      2014       2014     2014 
                    GBP000   GBP000         GBP000          GBP000    GBP000     GBP000   GBP000 
 
 Non-executive 
  directors 
 John Swingewood        27        -              -               -         -          -       27 
 Ran Oren                -        -              -              45         -          -       45 
 Executive 
  directors 
 Trevor Parker          24        -             46               -         2          4       76 
 Peter DaCosta          55        -              -               -         -          -       55 
 Jonathan Moritz        60        -              -               -         7          7       74 
 
 
                       166        -             46              45         9         11      277 
 
 * Highest paid director 
  in the year 
 

The remuneration of the executive directors was paid through KPM-UK Taxis Plc, a subsidiary of Eco City Vehicles Plc of which they were also directors. Ran Oren, in his role as Finance Director, is paid through a service company.

6. Finance income and costs

 
                                     2014     2013 
                                   GBP000   GBP000 
 Finance costs 
 Interest payable on borrowings        22       62 
 
 
                                       22       62 
 
 
 

7. Tax credit

There is no provision for UK Corporation tax due to the administration of the Group companies and subsequent CVA of the parent company.

 
                                                    2014     2013 
                                                  GBP000   GBP000 
 Taxation credit comprises: 
 Current tax                                           -     (50) 
 Deferred tax (Note 18):                               -        - 
 
 
 Total expense reported in the consolidated 
  income statement                                     -     (50) 
 
 
 Total tax expense reported in equity                  -        - 
 
 
 Total tax                                             -     (50) 
 
 
 Factors affecting the tax credit 
  for the year 
 The tax assessment for the year is lower than the standard 
  UK corporate tax rate of 26% due to the following factors: 
                                                    2014     2013 
                                                  GBP000   GBP000 
 
 Loss on ordinary activities before 
  taxation                                       (2,834)    (977) 
 
 
 Loss on ordinary activities at the 
  standard rate of corporation tax 
  in the UK of 20.19% (2013 - 23.25%)              (572)      227 
 Effects of: 
 Expenses that are not deductible 
  in determining taxable profit                        -      235 
 Fixed asset timing differences                        -     (40) 
 Over provision in respect of prior 
  year                                                 -     (50) 
 Non taxable group income                              -     (82) 
 Current year losses for which no 
  DTA has been recognised                          (572)    (340) 
 
 
 Total tax credit                                      -     (50) 
 
 

8. Loss per share

 
                                                              2014          2013 
                                                            GBP000        GBP000 
 Profit/(losses) 
 
 Total Comprehensive (Loss)/profit for the period, 
  used in the calculation of total basic earnings 
  per share                                                (3,744)         1,027 
 
 
 
 (Loss)/Profit for the year used in the calculation 
  of total basic earnings per share from continuing 
  operations                                                 (467)           242 
 
 
 Non-recurring items                                       (2,345)         (967) 
 
 
 Adjusted loss for the period                              (2,812)         (725) 
 
 
 Discontinued operations                                     (910)         1,814 
 
 
 Weighted average number of ordinary shares for 
  the purpose of basic and adjusted profit/(loss) 
  per share                                            471,327,000   467,833,000 
 
 
 (Loss)/profit per share 
 
 Continuing operations (pence)                              (0.10)          0.05 
 
 
 Non-recurring items (pre-tax) (pence)                      (0.50)        (0.20) 
 
 
 Discontinued operations (pence)                            (0.19)          0.39 
 
 
 Basic and diluted (loss)/profit per share                  (0.79)          0.24 
 
 

An adjusted loss per share is presented which excludes non-recurring items, and therefore reflects the underlying business performance. The dilutitive effect of share based payments is not disclosed as the results for the year were a loss.

After the balance sheet date, and as more fully described in note 25, the Company's shareholder's approved certain refinancing and capital restructuring events which have the effect, inter alia, of reducing the number of ordinary shares in issue from 471,336,521 at the balance sheet date to 28,770,692 at the date of approval of the financial statements. The refinancing and capital restructuring will have a material effect on future reported loss/earnings per share.

9. Property, plant and equipment

 
                                                   Plant   Fixtures 
                    Leasehold   Improvements         and        and   Vehicles      Motor 
                     property    to property   machinery   Fittings   for Hire   vehicles     Total 
                       GBP000         GBP000      GBP000     GBP000     GBP000     GBP000    GBP000 
 Cost 
 
 At 1 January 
  2014                     41            235         615         77      2,523        626     4,117 
 
 
 Disposals               (41)          (235)       (615)       (77)    (2,523)      (626)   (4,117) 
 
 Additions                  -              -           -          -          -          -         - 
 
 
 
 At 31 December 
  2014                      -              -           -          -          -          -         - 
 
 
 Depreciation 
 
 At 1 January 
  2014                     39            197         423         51        109        113       932 
                   ----------  -------------  ----------  ---------  ---------  ---------  -------- 
 
 Impairment                 -              -           -          -          -          -         - 
 
 Disposals               (39)          (197)       (423)       (51)      (109)       (63)     (882) 
 
 Charge for year            -              -           -          -          -       (50)      (50) 
 
 
 
 At 31 December 
  2014                      -              -           -          -          -          -         - 
 
 
 Carrying amount 
 
 At 31 December 
  2014                      -              -           -          -          -          -         - 
 
 
 At 31 December 
  2013                      2             38         192         26      2,414        513     3,185 
 
 
 

This compares to the property, plant and equipment in the previous reporting period as follows:

 
                                                   Plant   Fixtures 
                    Leasehold   Improvements         and        and   Vehicles      Motor 
                     property    to property   machinery   Fittings   for Hire   vehicles    Total 
                       GBP000         GBP000      GBP000     GBP000     GBP000     GBP000   GBP000 
 Cost 
 
 At 1 January 
  2013                     41            191         543         68          -        623    1,466 
 
 
 Disposals                  -              -           -          -          -      (776)    (776) 
 
 Additions                  -             44          72          9      2,523        779    3,427 
 
 
 
 At 31 December 
  2013                     41            235         615         77      2,523        626    4,117 
 
 
 Depreciation 
 
 At 1 January 
  2013                     39            191         354         47          -        198      829 
                   ----------  -------------  ----------  ---------  ---------  ---------  ------- 
 
 Impairment                 -              -           -          -          -          -        - 
 
 Disposals                  -              -           -          -          -      (219)    (219) 
 
 Charge for year            -              6          69          4        109        134      322 
 
 
 
 At 31 December 
  2013                     39            197         423         51        109        113      932 
 
 
 Carrying amount 
 
 At 31 December 
  2013                      2             38         192        2 6      2,414        513    3,185 
 
 
 At 31 December 
  2012                      2              -         189         21          -        425      637 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, the assets have been impaired to nil value during the year. Further details are shown within note 22.

The net book value of assets under hire purchase contracts are as follows:

 
                                 2014      2013 
                               GBP000    GBP000 
 Motor vehicles                      -        32 
 Vehicles for 
  hire                               -     2,413 
 Plant and machinery                 -         6 
 
               -                          2,451 
       =========                        ======= 
 
 

10. Intangible assets

 
 
                              Development   Intellectual 
                    Patents         costs       Property     Total 
                     GBP000        GBP000         GBP000    GBP000 
 Cost 
 
 At 1 January 
  2014                   25           917            787     1,729 
 
 
 Disposals             (25)         (917)          (787)   (1,729) 
 
 
 At 31 December 
  2014                    -             -              -         - 
 
 
 Depreciation 
 
 At 1 January 
  2014                    -           744            324     1,068 
                   --------  ------------  -------------  -------- 
 
 Disposals                -         (744)          (324)   (1,068) 
 
 
 At 31 December 
  2014                    -             -              -         - 
 
 
 Carrying amount 
 
 At 31 December 
  2014                    -             -              -         - 
 
 
 At 31 December 
  2013                   25           173            463       661 
 
 
 

Due to the administration of the parent company the administration and/or liquidation of some subsidiaries, the intangible assets have been impaired to nil value during the year. Further details are shown within note 22.

This compares to the intangible assets in the previous reporting period as follows:

 
 
                              Development   Intellectual 
                    Patents         costs       Property    Total 
                     GBP000        GBP000         GBP000   GBP000 
 Cost 
 
 At 1 January 
  2013                   25           905            752    1,682 
 
 
 Additions                -            12             35       47 
 
 
 Disposals                -             -              -        - 
 
 
 At 31 December 
  2013                   25           917            787    1.729 
 
 
 Depreciation 
 
 At 1 January 
  2013                    -           602            216      818 
                   --------  ------------  -------------  ------- 
 
 Charge for year          -           142            108      250 
 
 
 At 31 December 
  2013                    -           744            324    1,068 
 
 
 Carrying amount 
 
 At 31 December 
  2013                   25           173            463      661 
 
 
 At 31 December 
  2012                   25           303            536      864 
 
 
 

11. Goodwill

 
                                  2014     2013 
                                GBP000   GBP000 
 
 At 1 January 2014                 564    1,420 
 Acquired through business 
  combination                        -        - 
 Impairment                      (564)    (856) 
 
 At 31 December 2014                 -      564 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, goodwill has been impaired to nil value during the year. Further details are shown within note 22.

12. Inventories

Inventories recognised in the statement of financial position can be analysed as follows:

 
                                           2014      2013 
                                         GBP000    GBP000 
 
 Raw materials                                 -      378 
 Consignment stock                             -    1,411 
 Finished goods and goods for resale           -    1,143 
 
 
         -                                          2,932 
 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, inventories have been impaired to nil value during the year. Further details are shown within note 22.

13. Trade and other receivables

 
                                               2014      2013 
                                             GBP000    GBP000 
 
 Trade receivables                                 -    2,969 
 Less: provision for impairment of trade 
  receivables                                      -     (28) 
 
 
 Net trade receivables                             -    2,941 
 
 VAT claim                                         -    2,230 
 Other receivables                                 -       68 
 Prepayments and accrued income                    -      978 
 
 
         -                                              6,217 
 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, receivables have been impaired to nil value during the year. Further details are shown within note 22.

Provision for impairment of trade receivables:

 
                                      2014     2013 
                                    GBP000   GBP000 
 Provision at start of year             28       24 
 New provisions                          -       28 
 Reversal of previous provisions      (28)     (24) 
 Provision at end of year                -       28 
 
 
 Movement in provision                (28)        4 
 
 
 
 

14. Cash and cash equivalents

 
                                 2014      2013 
                               GBP000    GBP000 
 
 Cash and cash equivalents           -      930 
 
 
 
 

15. Trade and other payables

 
                                                  2014     2013 
                                                GBP000   GBP000 
 Current portion of Trade and other payables 
 Trade payables                                      -    4,760 
 Consignment creditor                                -    1,411 
 Other taxation and social security                  -      107 
 Other payables                                      -      535 
 Accrued expenses and deferred income               15      890 
 
 
                                                    15    7,703 
 
 
 
 Non-current portion of Trade and other 
  payables 
 Trade payables                                      -      254 
 Accrued expenses and deferred income                -        - 
 
 
                                                     -      254 
 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, payables have been impaired to nil value during the year. Further details are shown within note 22.

16. Borrowings

 
                                               2014      2013 
                                             GBP000    GBP000 
 
 Current portion of long term borrowings 
 Obligations under finance leases                  -    1,054 
 Pension loans                                     -      333 
 
 
 Total                                             -    1,387 
 
 
 
 Non-current long term borrowings 
 Obligations under finance leases                  -    2,337 
 Pension loans                                     -      833 
 
 
 Total                                             -    3,170 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, borrowings have been impaired to nil value during the year. Further details are shown within note 22.

17. Provisions

 
                                             2014     2013 
                                           GBP000   GBP000 
 
 Brought Forward                              454      221 
 Amount transferred from other payables         -      104 
 Movement in year                           (454)      129 
 
 
                                                -      454 
 
 
 
 Of which: 
 Current portion of provisions                  -      285 
 Non-current long term provisions               -      169 
 
 
 Total                                          -      454 
 
 
 
 

Due to the administration and/or liquidation of the parent company and some subsidiaries, provisions have been impaired to nil value during the year. Further details are shown within note 22.

18. Deferred taxation

There is no deferred taxation due to the administration of the Group companies and subsequent CVA of the Parent Company.

19. Share capital

 
                                                     2014      2013 
                                                   GBP000    GBP000 
 
 Authorised 
 600,000,000 (2013 - 600,000,000) Ordinary 
  shares of 1p each                                 6,000     6,000 
 
 
                                                    6,000     6,000 
 
 
 
 Allotted, called up and 
  fully paid 
 471,336,521 (2013 - 469,203,187) ordinary 
  shares of 1p each                                 4,713     4,692 
 
 
                                                    4,713     4,692 
 
 
 
                                                      No. 
                                                     '000   GBP'000 
 Shares in issue at 1 January 
  2014                                            469,203     4,692 
 
 Shares issued on 2 January 2014 
  at a premium of 3p                                2,133        21 
 
 
 
                                                  471,336     4,713 
 
 
 
 

As more fully described at Note 25 below, after the balance sheet date the Company's shareholders' approved certain refinancing and capital restructuring events, comprising the issue of GBP250,000 of CLN's and a three stage capital restructuring of the Company involving the creation and subsequent cancellation on new deferred shares, a 1:125 consolidation of ordinary shares and conversion of the CLN's into new ordinary shares.

On completion of the refinancing and capital restructuring events the Company has 28,770,692 ordinary shares in issue.

20. Related party transactions

The Group entered into the following material transactions with related parties:

The Group has taken advantage of the exemption contained within IAS 24 - Related Party Disclosures from the requirement to disclose transactions between Group companies as these have been eliminated on consolidation.

21. Notes supporting cash flow statement

 
                                    2014      2013 
                                  GBP000    GBP000 
 
 Cash available on demand               -       930 
 Overdraft                             -         - 
                                --------   ------- 
 
             -                                 930 
 
 
 

There were no significant non-cash transactions, which would be classified as a financing activity, for the assets acquired under the finance leases.

22. Discontinued operations

On 24(th) September 2014 the Group announced the decision of its Board of Directors to place One80 Limited and KPM-UK Taxis Plc into administration. On 23(rd) December 2014 the directors placed Eco City Taxis Limited into liquidation. These businesses were the only actively trading companies within the Group, and have therefore been classified as discontinued operations. The results of the discontinued operations for the year are presented below:

 
                                                         2014       2013 
                                                       GBP000     GBP000 
 
 Revenue                                               15,476     30,939 
 
 Cost of sales                                       (12,894)   (26,372) 
 
 
 Gross profit                                           2,582      4,567 
 
 Administrative expenses                              (3,771)    (5,874) 
 
 Other income                                             427      3,228 
 
 
 (Loss)/profit from operations 
  before costs of administration                      (1,850)        197 
 
 Costs of administration and impairment                 1,088      1,724 
--------------------------------------------------  ---------  --------- 
 
 (Loss)/profit from discontinued operations             (762)      1,921 
 
 Finance costs                                          (148)      (157) 
 
 
 (Loss)/profit before taxation from 
  discontinued operations                               (910)      1,764 
 
 Taxation                                                   -         50 
 
 (Loss)/profit for the period from discontinued 
  operations                                            (910)      1,814 
 
 
 

23. Capital commitments

The Group had no capital commitments at 31 December 2014 (2013 : GBPnil).

24. Contingent assets and liabilities

There were no contingent assets or liabilities as at 31 December 2014 or 31 December 2013.

25. Post balance sheet events

On 20 January 2015 in general meeting the issue of GBP250,000 of convertible loan notes and a three stage capital restructuring of the Company, certain aspects of which were also approved at a class meeting of the Company's deferred shareholders held immediately following the general meeting. Under the terms of the capital restructuring:

Stage 1

With effect from 29 January2015 each existing ordinary share of 0.1 pence each ("Old Ordinary Shares") were be subdivided into one ordinary share of 0.008 pence each ("Stage 1 Ordinary Shares") and one deferred class B share of 0.092 pence each ("B Deferred"). In addition, the existing deferred shares of 0.9 pence each were reclassified as class B deferred shares and their rights varied ("Deferred"). Following Stage 1, the Company had the following shares in issue:

   --     471,336,521 Stage 1 Ordinary Shares; 
   --     471,336,521 Deferred; and 
   --     471,336,521 B Deferred. 

Stage 2

With effect from 24 February 2015, all the Deferred and B Deferred were cancelled under s662 of the Companies Act 2006.

Stage 3

As resolved on 24 February 2015 but with effect from 3 March 2015, every 125 Stage 1 Ordinary Shares were consolidated into 1 new ordinary share of 1 penny each ("New Ordinary Shares").

On 26 February 2015 the Company announced that the CLN's had been issued, that from the proceeds of the CLN issue the Company had paid GBP143,000 to the joint supervisors of the Company's CVA (the "Supervisors") for the purpose of implementing the CVA and that the Supervisors had confirmed that this payment provided full settlement of the Company's obligations under the terms of the CVA.

Also on 26 February 2015 the Company announced that the refinancing process relating to the CVA that was approved by creditors of the Company and Company's shareholders on 22 December 2014 had been effectively completed.

On 3 March 2015 the Company's New Ordinary Shares of 1 penny each were admitted to trading on AIM following the successful completion of the refinancing and capital restructuring. Also on 3 March 2015 the CLN's automatically converted to 25,000,000 New Ordinary Shares of 1 penny each and those shares were also admitted to trading on AIM.

On completion of all of the above refinancing and capital restructuring events the Company has 28,770,692 New Ordinary Shares in issue.

26. Financial information

The financial information in this announcement which comprises the Consolidated Statement of Comprehensive Income, Condensed Consolidated Statement of Financial Position, Condensed Consolidated Statement of Changes in Equity, Consolidated Cash Flow Statement and related notes is derived from the full Group financial statements for the year ended 31 December 2014 and does not constitute statutory accounts within the meaning of section 435 of the Companies Act 2006.

Group statutory accounts for 31 December 2013 have been delivered to the Registrar of Companies and those for 31 December 2014 will be delivered following the Group's annual general meeting. The auditors have reported on the 2014 Group statutory accounts and their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report, and (iii) did not contain a statement under section 498(2) or section 498(3) of the Companies Act 2006.

eco city vehicles plc

Parent Company Balance Sheet

As at 31 December 2014

 
                                                     2014      2013 
                                          Notes   GBP'000   GBP'000 
 Fixed assets 
 Investments                                  2         -       225 
 
 
                                                        -       225 
 
 Current assets 
 Debtors                                      3         -       224 
 Cash at bank and in hand                               -        92 
 
 
                                                        -       316 
 Current liabilities 
 Creditors: amounts falling due within 
  one year                                    4      (15)   (1,197) 
 
 
 Net current liabilities                             (15)     (881) 
 
 
 Total assets less current liabilities               (15)     (656) 
 
 
 
 Non-current liabilities 
 Creditors: amounts falling due after 
  one year                                    4         -     (833) 
 
 
 Net liabilities                                     (15)   (1,489) 
 
 
 
 Capital and reserves 
 Called up share capital                      5     4,713     4,692 
 Shares to be issued                          6         -         - 
 Share premium                                6     3,190     3,177 
 Share based payment reserve                  6         -        15 
 Profit and loss account                      6   (7,918)   (9,373) 
 
 
 Shareholders' deficit                        7      (15)   (1,489) 
 
 
 

1. Accounting policies of the Parent Company

The financial statements have been prepared under the historical cost convention and in accordance with Companies Act 2006 and United Kingdom Generally Accepted Accounting Practice ("UK GAAP").

The principal accounting policies of the Company are as follows:

Going concern

The Group has prepared detailed forecast taking account of actual results to date and its current run rate on a prudent basis. On 24 December 2014 the Company issued a circular and a notice of General Meeting to its shareholders setting out proposals to raise funds in total of GBP250,000 by means of private placing of up to GBP250,000 CLN. GBP143,000 of the proceeds of the subscription to be applied to fund the CVA proposals. The proposals included resolution for the reorganisation and consolidation of the Company's shares. On 20 January 2015 all the resolutions set out in the proposal above were approved by the Company's shareholders. Taking into account the proceeds from the issue of CLN's after the balance sheet date and on the basis of available forecasts, the directors consider the going concern basis of preparation to be appropriate.

The accounting policies have been applied consistently by the Company for the purposes of preparation of these consolidated financial statements.

Profit and loss account

As permitted by Section 408 of the Companies Act 2006, a separate profit and loss account for the parent company is not presented. The Company's loss for the year was GBP2,819,000 (2013: GBP788,000).

Deferred taxation

There is no deferred taxation due to the administration of group companies and subsequent CVA of the parent company.

2. Investments

 
                             Investment 
                                     in 
                             subsidiary 
                           undertakings 
 Cost                            GBP000 
 At 1 January 2014                5,170 
 Additions                            - 
 
 
 At 31 December 2014              5,170 
 
 
 Depreciation 
 At 1 January 2014                4,945 
 Impairment for year                225 
 
 
 At 31 December 2014              5,170 
 
 
 Carrying amount 
 At 31 December 2014                  - 
 
 At 31 December 2013                225 
 
 
 

Following the administration of the Company's subsidiary undertakings the directors have undertaken an impairment review, which has resulted in the carrying values of the investments being reduced to nil.

Holdings of more than 20%

The Company holds more than 20% of the share capital of the following companies:

 
                                Proportion        Class of 
 Name of Company                      Held    shareholding   Nature of Business 
 Subsidiary undertakings 
                                                             Intermediate holding 
                                                              company (Dissolved post- 
 KPM Autos Limited                    100%        Ordinary    year end) 
                                                             Taxi cab rentals (in 
 Eco City Taxis Limited*              100%        Ordinary    Liquidation) 
 KPM-UK Taxis Plc *                   100%        Ordinary   Taxi cab dealer (in Administration) 
 KPM-UK Knowledge School                                     Dormant (Dissolved post- 
  Limited *                           100%        Ordinary    year end) 
                                                             Dormant (Dissolved post- 
 Transmedia Limited *                 100%        Ordinary    year end) 
                                                             Dormant (Dissolved post- 
 Eco City Vehicles UK Limited         100%        Ordinary    year end) 
                                                             Vehicle engineering (in 
 One80 Limited                         76%        Ordinary    Administration) 
 

* Held indirectly

3. Debtors

 
                                          2014      2013 
                                        GBP000    GBP000 
 Current portion of debtors 
 Amounts owed by group undertakings           -      181 
 Other taxation and social security           -       19 
 Prepayments and accrued income               -       24 
 
 
         -                                           224 
 
 
 
 

4. Creditors

 
 2014 
                   Current                 Non-Current 
                                                        Later 
      Within              6 to 12   1 to 2   2 to 5      Than 
    6 Months               Months    Years    Years   5 Years 
      GBP000               GBP000   GBP000   GBP000    GBP000 
 
 Accruals            15         -        -        -         - 
 Loans                -         -        -        -         - 
 
 
          15                    -        -        -         - 
 
 
 
 

The repayment of the capital element of these loans is repayable in the following timescale:

 
 2013 
               Current                Non-Current 
                                                   Later 
            Within   6 to 12   1 to 2   2 to 5      Than 
          6 Months    Months    Years    Years   5 Years 
            GBP000    GBP000   GBP000   GBP000    GBP000 
 
 Loans         125       125      250      250       416 
 
 
               125       125      250      250       416 
 
 
 
 

5. Share capital

 
                                                     2014      2013 
                                                   GBP000    GBP000 
 
 Authorised 
 600,000,000 (2013 - 600,000,000) Ordinary 
  shares of 0.1p each                               6,000     6,000 
 
 
 
 Allotted, called up and 
  fully paid 
 471,336,521 (2013 - 469,203,187) ordinary 
  shares of 0.1p each                               4,713     4,692 
 
 
 
                                                      No. 
                                                     '000   GBP'000 
 Shares in issue at 1 January 
  2014                                            469,203     4,692 
 
 Share issued on 2 January 2014 
  at a premium of 3p                                2,133        21 
 
 
                                                  471,336     4,713 
 
 
 
 

Please see notes 19 and 25 to the group financial statements for details of the post balance sheet refinancing and share capital restructuring.

6. Statement of movement on reserves

 
                                                              Shares 
                        Share based     Share   Retained          to 
                            payment 
                            reserve   premium   earnings   be issued 
                             GBP000    GBP000     GBP000      GBP000 
 At 1 January 2013               39     3,070    (8,586)         189 
 
 Shares to be issued              -         -          -       (189) 
 
 Share issue                      -       107          -           - 
 
 Loss for the year                -         -      (787)           - 
 
 Share based payment           (24)         -          -           - 
 
 
 At 1 January 2014               15     3,177    (9,373)           - 
 
 Share issue                      -        13          -           - 
 
 Impairment                    (15)         -      4,289           - 
 
 Loss for the year                -         -    (2,834)           - 
 
 Share based payment              -         -          -           - 
 
 
 At 31 December 2014              -     3,190    (7,918)           - 
 
 
 

7. Reconciliation of movement in shareholders' funds

 
                                          2014      2013 
                                        GBP000    GBP000 
 
 Loss for the year                     (2,834)     (787) 
 Share based payment                      (15)      (24) 
 Proceeds from share issue (net 
  of issue costs)                           13        45 
 
 
 Net addition to shareholders' 
  funds                                (2,789)     (766) 
 Opening shareholders' funds           (1,489)     (723) 
 
 
                                       (4,278)   (1,489) 
 
 
 
 

8. Employees and employment cost

Employees

There were no employees apart from the directors. The remuneration of the executive directors was paid through KPM-UK Taxis Plc, a subsidiary of Eco City Vehicles Plc of which they were also directors. Director's remuneration is disclosed in note 5 in the Group accounts.

9. Capital commitments

The Company had no capital commitments at 31 December 2014 or 31 December 2013.

10. Related party transactions

The Company has taken advantage of the exemption in Financial Reporting Standard No 8 from the requirement to disclosure transactions with wholly owned Group companies.

11. Contingent liabilities

There were no contingent assets or liabilities as at 31 December 2014 or 31 December 2013.

12. Post balance sheet events

Please see note 25 to the group financial statements for details of post balance sheet events.

13. Financial information

The financial information in this announcement which comprises the Consolidated Statement of Comprehensive Income, Parent Company Balance Sheet and related notes is derived from the full Group financial statements for the year ended 31 December 2014 and does not constitute statutory accounts within the meaning of section 435 of the Companies Act 2006.

Group statutory accounts for 31 December 2013 have been delivered to the Registrar of Companies and those for 31 December 2014 will be delivered following the Group's annual general meeting. The auditors have reported on the 2014 Group statutory accounts and their reports were (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report, and (iii) did not contain a statement under section 498(2) or section 498(3) of the Companies Act 2006.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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