0 
 
 
 
 
eco city vehicles plc  
 
 
Report and Accounts 
For the year ended 31st December 2010 
  1 
 
eco city vehicles plc has evolved as an established specialist vehicle distributor and a leading after-sales service centre for the 
London Taxi owner-driver market and is focused on developing engineering solutions for city vehicles, and by distributing 
environmentally friendly vehicles through its existing and new channels to market, targeting local authorities, urban vehicle fleet 
owners and other business users. 
 
 
Page Contents 
2 Directors and Advisers 
3 Financial and Operating Highlights 
4 Chairman’s Statement 
6 Chief Executive Officer’s Review 
9 Finance Directors Review 
12 Directors’ Biographies 
14 Directors’ Report 
19 Corporate Governance Statement 
21 Directors Remuneration Report 
24 Report of the Independent Auditor  
26 Consolidated Statement of Comprehensive Income 
27 Consolidated Statement of Financial Position 
28 Consolidated Statement of Changes in Equity 
29 Consolidated Statement of Cash Flows 
30 Notes to the Group’s Financial Statements 
62 Report of the Independent Auditor 
64 Parent Company Balance Sheet 
65 Notes to the Parent Company Financial Statements 
72 Notice of Annual General Meeting  2 
 
Directors and Advisers 
Directors: Tim Yeo Non-Executive Chairman 
 Peter DaCosta Chief Executive Officer 
 Michael Troullis Chief Operating Officer 
 Keith Marder Chief Technical Officer 
 David Trendle Finance Director 
 Jeremy Fenn Non-Executive Director  
 John Swingewood Non-Executive Director 
 Roger Phillips Non-Executive Director 
  
Company Secretary: David Trendle 
Registered Office: Hemming House 
 Hemming Street 
 London E1 5BL 
Registered in England: Company number – 04998151 
Nominated Advisor & 
Broker:    Numis Securities Limited 
The London Stock Exchange Building 
10 Paternoster Square 
London EC4M 4TA 
Solicitors to the Company:   Preiskel & Co LLP 
5 Fleet Place 
Lloyds Avenue 
London EC4M 7RD 
Registered Auditors:   BDO LLP 
Arcadia House 
Maritime Walk 
Ocean Village 
Southampton SO14 3TL 
Registrars:    Computershare Investor Services PLC 
The Pavilions 
Bridgwater Road 
Bristol BS13 8AE 
Bankers:    Barclays Bank Plc      
Level 27, One Churchill Place    
London BX3 2BB      
HSBC 
PO Box 88 
The Parade 
Leamington Spa 
Warwickshire CV32 4BU  3 
 
 
Financial highlights 
 
 Total revenues were £24.7m (2009: £24.7m), increasing by 9.8% on a like-for-like basis* due to 
higher demand for the Mercedes Vito taxi despite challenging economic conditions and impact of 
adverse weather 
 Gross margins maintained at 16.7% (2009: 16.7%) 
 Achieved EBITDA before non-recurring items of £0.3m (2009: £0.2m) 
 Revenue from new Mercedes Vito sales rose 16% to £14.2m (2009: £12.2m) on increased gross 
margins of 9.6% (2009: 9.1%) 
 Parts & Accessories division increased sales by 7% to £3.1m (2009: £2.9m) 
 Loss before tax from continuing operations and excluding non-recurring items amounted to £0.2m 
(2009: £0.2m loss) 
 Loss before tax amounted to £0.3m (2009: £0.4m) 
 Loss per share from continuing operations of 0.08p (2009: 0.13p loss) 
 Adjusted loss per share, excluding non-recurring and fair value movement items, of 0.05p (2009: 
adjusted loss per share of 0.06p) 
 Net debt of  £2.8m (2009: £2.4m) with a further £1.6m available from stocking facilities 
 
 
Operating highlights 
 
 New Vito unit sales increased to 477 units (2009: 398), with an improved 27% share of London 
new taxi market (2009: 24%)  
 Used vehicle unit sales rose to 345 units (2009: 308 units) 
 Launched an all electric prototype taxi, the Mercedes eVito in February 2010 
 New agreement with Manganese Bronze subsidiary, LTI,  to cover after-sales servicing and parts 
supply for old-style TX4 taxis and earlier models 
 Increased shareholding in One80 , the Group’s technology associate, from 33% to 59% 
 Raised £1.2m, net of costs, through a placing enabling the acquisition of a further 25.7% interest in 
One80, development of left hand drive model for overseas markets and to drive growth. 
 
*Like for like revenue comparison excludes £0.1m and £2.3m revenues attributable in 2010 and 2009 respectively to sales of 
new TX4 taxis following the expiry of the LTI dealership in July last year.  4 
 
 
CHAIRMAN’S STATEMENT 
 
Introduction 
I am pleased to report a year of continued progress and a resilient financial and operational performance by Eco 
City Vehicles despite facing multiple challenges. Against a backdrop of fragile economic conditions, the Group 
successfully expanded sales of the ECV-developed Mercedes Vito taxi while managing its planned exit from its LTI 
main dealership, which meant new sales of the old-style TX4 London “black cab” ceased in July 2010. The volcanic 
ash cloud over Western Europe, together with UK airline strikes during the spring of last year, also affected the taxi 
trade, impacting overall trading conditions of the Group.     
 
Trading Performance 
Despite the difficult background, on a like-for-like basis Group revenues increased by 9.8% to £24.6m (2009: 
£22.4m), driven by continued growth in demand for the Vito licensed taxi, as well as a higher contribution from the 
parts business.  
Gross margins at 9.6% (2009: 9.1%) for new Vito taxis expanded through the year, reflecting continued robust 
pricing for the Vito taxi as taxi drivers increasingly recognised its superior performance and economy while 
customers enjoyed the benefits of its greater capacity and increased comfort. The Vito has achieved a 27% share 
of the new taxi market in London in 2010.  
Group EBITDA before non-recurring items increased to £0.3m (2009: £0.2m).  The loss before tax of £0.3m (2009: 
loss - £0.4m) was impacted by no interest receivable. 
Cash balances remained tight during the year but were helped by a share placing in November which raised £1.2m 
net of costs. 
 
Other Activities 
During the year the Group increased its shareholding in One80, the developer of the patented rear-wheel turning 
technology incorporated in the Vito taxi, from 33% to 59% to gain the full benefits of licensing income on the Vito 
taxi. 
  
Future 
 
Trading in the current year has been affected by continued sluggish economic conditions. However there have 
been more encouraging signs since the introduction in the spring of the Euro V version of the Vito which is fully 
compliant with tighter European Union vehicle emission regulations due to come into force next April. We believe 
that demand for the new London taxis market will also benefit significantly from the Mayor of London’s decision to 
phase out all taxis over 15 years old. Discussions have continued with the Mayor of London’s office and with 
Mercedes-Benz about introducing even lower emission taxis into London. 
 
 
Since the year end the Group has also taken steps to improve the efficiency of its operations. These have involved 
streamlining the work force. As a result costs will be significantly lower during the second half of 2011.  5 
 
 
Provided these measures are backed up by continuing improvement in demand for new taxis we remain confident 
that the prospects for the medium term are attractive and that the Group can take full advantage of better 
markets. 
 
 
MANAGEMENT, EMPLOYEES AND BOARD 
 
In April 2010 David Trendle was appointed Finance Director to strengthen the Group’s Board and management 
team as part of its long term growth strategy.  
 
During the year Guy Saxton resigned from the Board. I would like to express our appreciation of the contribution 
he made during his three years as a non-executive director. He was replaced by Roger Philips who brings a wealth 
of motor industry experience to the Group and whose wise counsel has already contributed materially to our 
decision making. 
 
I would like to thank our Chief Executive Peter DaCosta for his continued tireless leadership of the Group and the 
whole Board for their advice and support. We remain grateful to all our employees for their hard work. 
 
 
 
 
Tim Yeo 
Chairman  
1 July 2011  6 
 
Chief Executive Officer’s Review 
 
New Taxis 
 
Revenues from new taxi sales were £14.2m (2009: £14.5m) as strong demand for the Vito taxi was offset by our 
planned exit from the sale of new LTI vehicles during the year. Operating profit in this segment increased from 
£0.65m to £1m as the Vito contributed revenues of £14.2m, up 16% from last year (2009: £12.2m) while new LTI 
taxi revenues declined to £0.1m (2009: 2.3m).  
 
Unit sales of new Vitos rose from 398 in 2009 to 477 units in 2010.  The Group has now sold more than 1,200 of 
these taxis since their launch in June 2008.  Based on Public Carriage Office Licence data, the Vito captured a 27% 
share of the London new taxi market in 2010, up from 24% in the previous year.  
 
The Vito also continued to achieve higher margins even as its rivals were being marketed at heavy discounts. As a 
result gross margin on new Vito sales improved to 9.6% (2009: 9.1%). The Group also achieved a high penetration 
rate for finance and earned commission (included in other income) of £0.4m (2009: £0.1m). 
 
Since the year end we introduced a new diesel version of the Mercedes Vito, which complies with tighter EU 
emission legislation that comes into effect in April 2012, in April 2011, a year in advance of the implementation of 
the Euro V regulations. This improved model incorporates Mercedes-Benz’s Blue Efficiency technology, which 
places the vehicle in a lower road tax band, comes with a new suspension giving a better ride and continues to be 
offered with 100,000 mile / 3 year service pack. 
 
In line with the Group’s strategy to phase down sales of new LTI manufactured taxis, only three new TX-4 were 
sold last year (2009: 80). 
  
Used taxis  
 
Used taxi sales performed reasonably well with revenues up to £4.2m (2009: £4.0m) of which Vito sales accounted 
for 25%, up from 18% in the previous year. The growth in Vito sales reflects increasing recognition among taxi 
drivers of the benefits of the Vito taxi in terms of reported fuel savings, superior quality, higher seating capacity 
and lower overall cost of ownership.    
 
Unit sales in this segment increased to 345 (2009: 308). 
  
After-Sales Division – Service, Bodyshop and Parts  
 
Revenues from after-sales service and bodyshop was £3.1m (2009: £3.2m), while gross margins slightly reduced 
from 64.9% to 64.3%. The result reflects reduced need for servicing due to reduced taxi miles being achieved in the 
trade as well as longer service intervals for the Vito taxi. In addition revenues per job have also been lowered due 
to price pressure from local “under the arches” garages.  
 
However, the startup of the Eco City’s first after sales dealership in central London for all Mercedes light 
commercial vehicles in second half of 2010 will enable the Group to utilize its expertise and high service levels to 
increase revenue of this division from the existing cost base. 
 
The parts business continued to supply the local taxi community with LTI parts increasing revenues to £3.1m 
(2009: £2.9m) whilst operating profits were broadly unchanged at £0.4m. 
 
 
  7 
 
New Vehicle Development  
Two new left hand drive Mercedes taxi Vito taxis were developed by ECV during the year in response to requests 
from potential overseas customers, particularly in the Middle East. Discussions have continued, albeit at a 
disappointing pace, and the Group continues to believe this region has strong long term market potential, whilst 
acknowledging that the current political uncertainty in the region has affected ordering cycles. The Group 
continues to explore other markets.   
 
The new Euro V Mercedes-Benz Vito taxi will also meet the Mayor of London’s Air Quality initiatives, under which 
no London “black cab” which is over 15 years old will be licensed from next January.  
 
ECV has also been closely involved with the development of an all-electric taxi as part of the Group’s strategy to 
build low emissions vehicles. A zero-emissions prototype electric taxi, eVito was launched in February 2010 by a 
consortium including ECV. Since then discussions have been held with the Mayor of London for incentives to 
enable the taxi trade to buy and operate such vehicles. 
 
Proposed Transfer of Vito production to Mercedes-Benz  
 
The Group is currently in discussions to transfer the responsibility of the second-stage manufacturing of the Vito 
taxi to Mercedes Benz, having successfully developed and launched the London licensed vehicle in June 2008. The 
expected transfer will enable the Group to substantially de-risk its business as well as focus on its key strengths in 
innovation and development of niche commercial vehicles markets, as well as the distribution, marketing and after 
sales service of the Vito taxi and commercial vehicles. There are no additional cash costs associated with the 
transfer of responsibility to Mercedes-Benz.  
 
Following the transfer, the Group’s subsidiary One80 Limited will receive ongoing licensing fees from the 
incorporation of its rear-wheel turning technology in the Vito taxi. The transition will also enable it to rationalise its 
cost base significantly. 
 
The transfer is not expected to have any significant adverse impact on the business and the Board believes this is 
further evidence of the strength of the Group’s relationship with Mercedes-Benz. ECV continues to be the largest 
seller of the Vito-platform vehicles in the UK and last year also expanded its operations through being granted the 
Mercedes-Benz LCV Parts and Service franchise, covering after-sales servicing of all Mercedes light commercial 
vehicles in central London.  
 
Outlook  
The expected transfer of second-stage manufacturing of the Vito taxi (discussed above) to Mercedes Benz will 
enable the Group to focus on its core strengths and streamline costs making savings in all areas of the business 
amid continuing challenging trading in the first half of 2011. 
  
New taxi sales in the period were hampered by ongoing economic uncertainty and weaker demand for the 
outgoing Euro IV Vito taxis ahead of the widely-anticipated launch in the taxi trade of a new version in April this 
year. The new model is fully compliant with the Euro V vehicle emission regulations which come into force in April 
2012, and will also meet the Mayor of London’s Air Quality initiatives, under which no London “black cab” which is 
over 15 years old will be licensed from next January.   
 
First half revenues are expected to be below the level reported for the same period in 2010 reflecting a small 
decline in market share ahead of the launch of the Euro V in April 2011. However order levels have shown a 
gradual uptake since May and the Group expects sales to gain momentum during the second half and achieve a 
higher market share. Gross margins on new taxis have remained stable. The Board is also encouraged by a recent 
framework agreement with Computer Cab plc, part of the Singapore-based ComfortDelGro Corporation Limited,  8 
 
who have some 3,000 vehicles operating on their London circuit which could result in a number of orders in the 
second half of this year.   
 
With the expected transfer of responsibility for the second stage manufacture to Mercedes-Benz later this year, 
the Group is already implementing a rationalisation plan to reduce annual costs by approximately £0.5m. The 
initial benefits of these actions, together with gradually improving demand for new taxi sales and after-sales 
servicing, are expected to result in a better second half with a positive EBITDA expected for the full financial year. 
 
 
 
 
 
 
 
Peter DaCosta 
 1 July 2011  9 
 
 
Finance Directors Review  
 
Key performance indicators 
  
 
    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2010   2009 
   
Revenue 
 Gross 
Margin 
 Segment 
Profit 
 
GM 
 
Revenue 
 Gross 
Margin 
 Segment 
Profit 
 
GM 
          
   £000  £000  £000  %  £000  £000  £000  % 
                   
Sales - New LTI 80   (25)    -31.3%  2,277   49     2.2
% 
  - New MB 14,151   1,362     9.6%  12,220   1,112     9.1
% 
  - Used LTI 3,197   (50)    -1.6%  3,295   139     4.2
% 
  - Used MB 1,040   45      4.3%  724   58      8.0
%    18,468   1,332   1,007   7.2%  18,516   1,358   650   7.3
% 
                   
Parts - LTI 3,070   707     23.0%  2,938   679     23.1
% 
  - MB 18   7      38.9%  -   -      0.0
%    3,088   714   400   23.1%  2,938   679   415   23.1
% 
                   
Aftersales - LTI 2,290   1,301     56.8%  2,944   1,802     61.2
% 
  - MB 760   660      86.8%  264   279      105.
7%    3,050   1,961   92   64.3%  3,208   2,081   239   64.9
% 
                   
One80  85   85   (5)  100.0%   -    -    -   0.0
% 
Other   -   42    -   0.0%  10   10   10   100.
0%                    
   24,691   4,134   1,494   16.7%  24,672   4,128   1,314   16.7
% 
                                  
                 
                                  
Other operating income    324         315     
Central administration costs    (1,597)        (1,543)    
share based payments     (21)        (14)    
                  
Operating profit before non-
recurring items 
   200        72   
Non-recurring items    (105)        (207)   
Operating profit / (loss) per 
statutory  accounts 
   95        (135)     
                                  
 
Sales of new Vito taxis have increased by 16% to £14.2m (2009: £12.2m) with margin improved to 9.6% (2009: 9.1%). Sales of the 
Vito have increased to 477 units from 398 units. Used sales have performed satisfactorily with revenue up to £4.3m (2009: £4.0m) 
although margins have been under pressure particularly with the discounts being widely offered for LTI vehicles impacting used 
prices.  
 
The LTI dealership for new vehicles was terminated with effect from July 2010, with only three vehicles sold during 2010 (2009: 80). 
Subsequently the Group has negotiated new contracts to continue sales of used vehicles, parts and service of LTI vehicles.  
The parts business continues to perform well with revenue up from £2.9m to £3.1m although gross margins have remained 
unchanged at 23.1% 
 
The after-sales business continues to be impacted by the recession with reduced levels of servicing and increased competition from 
small garages who fall under the VAT threshold. The reliability of Mercedes-Benz and the longer service intervals have contributed 
to the £0.1m fall in revenue and profit for this division.  
  10 
 
The Group is implementing a rationalisation plan to reduce costs in all areas of the business. 
 
Central overheads remain broadly unchanged. 
 
Non recurring items 
The transfer of production to Mercedes-Benz has crystallised contractual liabilities due to minimum volume commitments with 
Penso City Vehicles Limited, who convert the donor vehicle into the Vito taxi. This has resulted in a liability for the Group of £0.2m 
to December 2010. 
The Group has incurred £0.1m of non-recurring costs in relation to the corporate governance review undertaken following the non 
disclosure of loans to Cabvision Limited as announced in March 2010. 
 
The acquisition of the controlling interest in One80 Limited resulted in a gain of £0.2m. 
 
Finance costs  
Finance costs of £0.3m (2009: £0.2m) were incurred, net of fair value movement on the interest rate swap, with the main increase 
due to bank margins rising from 1% to 3.95% following covenant breaches in 2009. Additional finance costs were also incurred due 
to the cessation of the production of the Euro IV model by Mercedes-Benz in July 2010, resulting in high stock being ordered for 
sales until the introduction of the Euro V Vito taxi in April 2011.  
Following the provision against amounts owed by Cabvision Limited in 2009, the Group are not accruing interest on these balances 
(2009: £0.1m). 
Acquisition of One80 
On 29 November 2010 the Group purchased a further 25.7% shareholding in One80, increasing its shareholding to 59% and hence 
treating One80 as a subsidiary and consolidating its results under the acquisition method of accounting from that date. At the date 
of acquisition the fair value of net assets acquired was £1.4m, the goodwill capitalised in 2010 amounted to £1.4m. Included within 
the acquisition is £1.7m of non-current assets mainly relating to patent, intellectual property and development cost associated with 
the rear wheel steer system. With the elimination of the investment in associate of £1.1m, the net increase in non-current assets is 
£2.3m. 
 
Inventory 
Inventories increased by £1.2m mainly due to the increase in consignment stock as Euro IV stock levels were high at 31 December 
2010 for the run-off of this model to April 2011, and the higher consignment cost for each vehicle following the inclusion of the 
conversion cost and licence fee in the consignment value. This amount has fallen though in the current year. 
 
Intangible assets 
One80 Limited has capitalised its design and development costs of the Vito Taxi and its patented rear wheel turning technology and 
are amortising these costs over the expected life of the development. To date £1.5m has been capitalised and the current value is 
£1.0m. In addition intellectual property totalling £752,000 has been capitalised in relation to the technology. This has been 
amortised over its expected useful life. 
Working capital 
Incorporated within the payables and receivables items are the One80 balances of £1.3m and £1.9m respectively. 
Prepayments and accrued income have increased due to a £0.2m balance relating to three year service packs which are paid 
for in advance. Increase in payables relates to an accrual for share consideration of £0.3m, fair value movement on interest 
rate swap of £0.1m and increase in the stocking loan of £1m in relation to stock of Euro IV vehicles.  11 
 
 
Cash balances and funding 
Cash balances at year end were £0.1m (2009: £0.3m) while net debt increased from £2.4m to £2.8m. The Group has agreed 
total facilities for vehicle stock of £5.1m, with only £3.6m utilised at the year end and this utilisation has reduced in the 
current year. Cash flow from operating activities was £0.7m outflow due to working capital movements and in particular the 
increase in inventory.  
 
In May 2010, the Group also agreed inclusion of second tier manufacturing costs and licence fees within the stocking loan 
facility provided by Mercedes-Benz, thereby funding the full cost of the vehicle. 
 
On 2nd June 2010 the Group entered into a new 5-year loan agreement with KPM-UK Taxis Plc Discretionary Pension Scheme, 
whose beneficiaries are Peter DaCosta, Michael Troullis and Keith Marder.  This loan agreement will provide funding of 
£0.85m to repay the HBOS overdraft facility and provide working capital for the growth of the business. Interest will be 
payable at a fixed rate of 5% with the loan being repaid annually in equal instalments over the 5 year loan term. The KPM-UK 
Taxis Plc discretionary pension scheme will have a first fixed and floating charge over the assets of the Group, excluding the 
leasehold property. Following the first annual repayment the Group entered into a new 5-year loan agreement provide 
funding of £0.17m for working capital purposes. 
 
The Group had a net cash inflow of £0.6m from investing activities representing £1.2m from placing, net of costs, and 
purchase of assets and equity investment. 
 
The Group had a cash inflow from financing activities of £0.5m representing the loan from KPM-UK taxis plc discretionary 
pension, net of interest, finance costs and lease costs for demo vehicles. 
 
In November 2010 the Group raised £1.2m, net of costs, via a placing of 32.2m shares at 4.75p. This enabled the acquisition of 
a further shareholding in One80 Limited, and development of a left hand drive Vito taxi for overseas markets and drive further 
growth.   
 
The Group traded within its banking covenants during 2010. 
 
 
 
 
David Trendle 
1 July 2011 12 
 
Directors’ Biographies 
Tim Yeo (Non-Executive Chairman)  
Tim Yeo has been MP for South Suffolk since 1983. He held various Ministerial posts under Margaret Thatcher and John Major, 
including Minister of State at the Department of the Environment. Between 1998 and 2005 he was a member of the Shadow 
Cabinet, shadowing a record seven different departments. From 2005 to 2010 he was Chair of the Environmental Audit Committee. 
Tim holds a number of non-executive directorships in the energy and transport sectors including Groupe Eurotunnel SA, ITI Energy 
Ltd and AFC Energy plc. 
 
Peter DaCosta (Chief Executive Officer) 
Peter DaCosta is a founder of KPM-UK and has been Chairman since 1975. Peter was responsible for London Taxis International 
making KPM-UK a Main Dealer. Peter is a prominent figure within the industry. Peter is a Freeman of the City of London, and a 
Fellow of both the Institute of Directors and the Institute of the Motor Industry. He is also Chairman of the Independent Taxi 
Dealers Association. 
Michael Troullis (Chief Operating Officer)  
Michael Troullis is a founder and Director of KPM-UK. Michael has significant coach building experience and is accredited with the 
following qualifications: Fellow for the Institute of the Motor Industry (FIMI), Member of the Institute of Directors, Thatcham’s 
Certificates of Competence for welding including BS 1140 and BS 4872, VOSA nominated MOT Tester and VOSA authorised MOT 
Examiner. Michael headed the team that instituted ISO9001/2000 for KPM-UK and is also head of KPM Group’s Health and Safety 
Team. 
Keith Marder (Chief Technical Officer) 
Keith Marder is a founder and Director of KPM-UK. Before setting up KPM-UK, Keith served his apprenticeship with York Way 
Motors, a taxi fleet operator. Keith obtained his City and Guilds at Southgate Technical College and is accredited with the following 
qualifications: Fellow for the Institute of the Motor Industry (FIMI), Certified Automotive Engineer (CAE), National Craftsman 
Certificate and Authorised MOT Examiner. Keith is KPM’s Senior Technical Director. 
David Trendle (Finance Director) 
David Trendle is a Fellow of the Institute of Chartered Accountants in England and Wales and brings a wealth of experience at 
growth companies. Prior to joining eco city vehicles plc, he was Finance Director at Mvision Video Networks Ltd where he was 
instrumental in the sale of the telecoms division and the subsequent restructuring and development of the business. Prior to that 
he spent almost six years as Finance Director at Thomson Intermedia Plc (now Ebiquity PLC; LSE:EBQ), where he played a significant 
role in moving the Group into profitability and driving growth through a joint venture, acquisition and organic expansion 
Jeremy Fenn (Non-Executive Director) 
Jeremy Fenn has been a director of the Company since February 2004, acting historically as Managing and Finance Director. Jeremy 
was Chief Executive of Sports Internet plc when it was sold to BskyB plc for £301 million in July 2000. He remained as an executive 
director of Skysports.com, a trading division of BskyB plc, until 11 January 2004. Before joining Sports Internet Group in July 1999 
he was Managing Director of Leeds United Holdings plc for three years, and left them having reported record profits, minimal debt 
and a fourth place finish in the Premiership. Prior to this he held Finance Director positions at a number of media companies, 
having qualified as a chartered accountant with Coopers & Lybrand in 1988. He was a founding shareholder of DITG and TGC which 
were both sold to Yoomedia plc in December 2004. He is currently Managing Director of Mobile Tornado Group plc and a director 
of Commensus plc, Web Marketing Group ltd and Autovip ltd.  13 
 
Roger Phillips (Non-Executive Director) 
Roger Phillips joined the Company as Non-Executive Director with effect from 12 November 2010. Roger brings a wealth of board-
level commercial experience in the motor industry and more broadly, along with extensive experience in international businesses. 
Prior to joining ECV, Roger has served as Chief Executive Officer of Iveco Ford Ltd, Joint Managing Director of Leyland DAF Ltd and 
Managing Director of DAF Trucks GB Ltd. 
 
John Swingewood (Non-Executive Director) 
John Swingewood has been a director of the Company since 2004, acting historically as Non-Executive Chairman. John founded 
both DITG and TGC in 2001 which were both sold to Yoomedia Plc in December 2004. Previously he was the Director of New Media 
at BSkyB. Before joining Sky, he held a number of positions at British Telecom including Director of Internet and Multimedia and 
General Manager Broadcast TV Services. He in an investor and Executive Chairman of Emizon Group Ltd  a  global security telemetry 
business and Chairman of CentralNic Ltd, a leading internet domain name registry company. 14 
 
Directors’ Report 
The Directors have pleasure in submitting this report together with the financial statements of eco city vehicles plc (“the 
Company”) and its subsidiary undertakings (together “the Group”) for the year ended 31 December 2010.  
 
Principal Activities 
The principal activity of the Group is an established specialist vehicle distributor and a leading after-sales service centre for the 
London Taxi owner-driver market.  Eco City Vehicles is a public listed company, incorporated and domiciled in England, with its 
shares quoted on the AIM Market. 
Preparations of accounts 
The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) 
including International Accounting Standards (“IAS”) and International Financial Reporting Interpretations Committee (“IFRIC”) 
interpretations and with those parts of company law applicable to companies reporting under accounting standards as adopted for 
use in the European Union (“EU”). The consolidated financial statements have been prepared under the historic cost convention, as 
modified to include the fair valuation of financial assets and derivative financial instruments. 
Business review and future developments 
Details of the Group’s performance and expected future developments are set out in the Chief Executive Officer’s Review on page 6 
to 8. 
Results and Dividends 
The Group made a loss before tax for the year of £0.27m (2009: loss of £0.39m) with a basic loss per share of 0.08 pence (2009: 
0.13 pence) from continuing operations. 
No dividends have been paid or declared during the year by eco city vehicles plc. 
The consolidated statement of financial position shows that the Group’s financial position remains strong with total assets of 
£12.7m (2009: £9.0m). 
Going Concern 
The trading conditions have been challenging so far in 2011, with lower new vehicle sales than the comparative period due to 
customers eagerly awaiting the launch of the new Euro V Vito, which occurred on 2nd April 2011. The Directors believe the second 
half of the year will show improvement with the Euro V Vito market share moving back to previous levels with an increased market 
size expected, and the imposition of the 15 year. The Group is also encouraged by becoming the exclusive partner with Comcab to 
provide Euro V Vitos for their new executive service.  
 
After-sales and parts continue to face challenging market conditions although some progress has been made to start to win light 
commercial vehicle work and to extend parts revenue with the supply of Mercedes-Benz parts to the local area.  
 
The group is also implementing a rationalisation plan which will commence in July 2011 and reduce annualised costs for the group 
by circa £0.5m.  
 
The group has prepared detailed rolling forecasts taking account of actual results to date and current information on trading, on a 
prudent basis. The group also consider sensitivities to these forecasts to review the impact on the results and cash balances.  
 
Since the year end the group has secured the availability of further funding from the KPM-UK Taxis Plc Discretionary Pension 
Scheme exceeding £0.6m. 
 
Based on the Group’s plans which include receipt of further funds and after making enquiries, the Directors have a reasonable 
expectation that the Group will have adequate resources available from funds generated from trading and financing to continue 
operations for at least 12 months from the date of signing the financial statements. The financial statements have therefore been 
prepared on a going concern basis.  15 
 
 
 
However there is no guarantee that further funds will be successfully received. These conditions together would indicate the 
existence of a material uncertainty which may cast significant doubt about the company’s ability to continue as a going 
concern.  The financial statements do not include the adjustments that would result if the company was unable to continue as 
a going concern. 
 
 
Directors 
The Directors who held office since 1 January 2010 were as follows: 
Tim Yeo 
Peter DaCosta 
Michael Troullis 
Keith Marder 
David Trendle (appointed April 2010) 
Jeremy Fenn  
John Swingewood  
Guy Saxton (resigned November 2010) 
Roger Phillips (appointed November 2010)  
 
Biographies of all the above current Directors are given on pages 12 and 13. 
Directors’ Interests 
The interests of Directors in the shares of the company were as follows: 
 On 31 December 2010 On 1 January 2010 
  Ordinary Shares of 1p each Ordinary Shares of 1p each 
Tim Yeo 2,400,000 2,400,000 
Peter DaCosta 77,601,600 80,001,600 
Michael Troullis 80,001,600 80,001,600 
Keith Marder 79,996,800 79,996,800 
Jeremy Fenn 6,250,000 6,250,000 
John Swingewood 6,250,000 6,250,000 
 
The beneficial holdings disclosed above include, where applicable, the holdings of immediate family. None of the Directors had a 
material interest in any significant contracts undertaken by the Group during the year. None of the Directors had any beneficial 
interest in the shares of any subsidiary companies. 
 
The Company has entered into deeds of indemnity for the benefit of each Director of the Company and for the benefit of each 
person who was a Director during the period under the review, in respect of liabilities to which they may become liable in their 
capacity as Director of the Company and of any company in the Group. These indemnities are qualifying third party indemnity 
provisions within the meaning given to that term by Section 234 of the Act, and all these indemnities remain in force. 
 
Share capital 
The authorised share capital of the Company is £6,000,000 divided into 600,000,000 ordinary shares of 1p each. 334,250,200 
ordinary shares of 1p each are in issue, fully paid.  During the year 32,200,000 ordinary shares of 1p were issued.  16 
 
Substantial Shareholdings 
As at 17 December 2010, the following interests in 3% or more of the issued ordinary share capital had been notified to the 
Company. 
Shareholder Number of shares Percentage of issued share 
capital 
Mr. P DaCosta 77,601,600 23.2% 
Mr. M Troullis 80,001,600 23.9% 
Mr. K Marder 77,596,800 23.2% 
Brewin Nominees Ltd 14,703,100 4.4% 
Giltspur Nominees Ltd 12,672,334 3.8% 
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 credit risk, interest rate risk, liquidity risk, competition risk, dependence on key 
personnel, loss of franchise dealerships, 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:  
 
Credit risk 
The Group’s credit risk is primarily attributed to trade and other receivables. The maximum credit risk exposure of the Group 
comprises the amounts presented in the balance sheet that are stated net of provisions, where appropriate. A provision is made 
where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of 
future cash flows. The Group does not consider these counterparties to be a significant credit risk. 
Interest rate risk 
The main risk arising from the Group’s cash deposits and borrowings is changes in interest rates. The Board’s policy toward cash 
deposits is to deposit cash short term in interest bearing bank deposit accounts. The Group entered into an interest rate swap to fix 
the interest rate on the mortgage for its manufacturing facility in Coventry for the duration of the mortgage.  During the year the 
Group secured new borrowings at fixed interest rate and repaid its overdraft facility with HBOS, which had a variable interest rate.   
Liquidity risk 
The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash 
assets safely and profitably. 
 
Short term flexibility is achieved through overdraft facilities with Barclays. 
 
Competition Risk 
The dominant market sector for Group revenue is the selling and servicing of London taxis produced by London Taxi International 
and Mercedes-Benz.  The Group’s subsidiary, KPM-UK Taxis PLC (KPM) has exclusive rights to distribute the Mercedes Vito Taxi 
within London and this limits the extent of competition risk. One80 Limited, the Group’s subsidiary, owns the intellectual property 
rights for the rear wheel steer technology which enables the Mercedes-Benz Vito to meet the conditions of fitness and hence 
provides a barrier to entry for the regulated markets. Nevertheless should another manufacturer produce a vehicle that meets the 
Conditions of Fitness of the Public Carriage Office of Transport for London or Conditions of Fitness regulations are reduced, then 
KPM would face additional competition for London taxi sales.  Such competition would represent a material risk.  However the 
Board are not aware of any new entrant to the market place at the current time.  
 
In addition the Group are in the process of bringing new products to market that will reduce the overall reliance on taxi sales and so 
reduce the impact on the Group should a new taxi be brought to market by a competitor.  17 
 
 
Dependence on key personnel 
The Group depends upon the expertise and continued service of key executives and other personnel. The Group ensures that the 
key personnel are retained by offering competitive pay and provide long term incentives by granting them share options.  
 
Loss of Franchise Dealership 
During the year the Group had its LTI dealership terminated, having been notified during the prior year. The after-sales servicing, 
repairs and parts contract has been renegotiated with LTI and continues along with a dealership for used LTI taxis. The impact of 
this event is minimal. Currently the after-sales and used sales relating to LTI vehicles forms the majority of the revenue for these 
segments, the loss of which would require restructuring of operations. The continued success of the Mercedes Benz Vito and the 
introduction of an LCV dealership with Mercedes Benz will continue to form a greater share of this revenue in the future. 
Internal control 
The Group does not employ an internal audit team but ongoing review of systems and adherence to these systems is undertaken by 
the finance team and reviewed by Directors. 
Creditors’ payment policy 
It is policy of the Group to agree appropriate terms and conditions for its transactions with suppliers (ranging from standard written 
terms to individual negotiated contracts) and for payment to be made in accordance with these terms, provided the supplier has 
complied with its obligations.  The average credit period taken for trade purchases is 69 days (2009 : 46 days). 
Environment 
The Group acknowledges the importance of environmental matters within its role in the community. The Group has established 
initiatives to reduce the impact on the environment from its operations and is working with key suppliers, partners and external 
agencies to ensure environmental concerns are considered in conjunction with economic factors. In particular, the Group seeks to 
provide services to environmentally friendly taxis. 
Disabled Employees 
The Group has continued to give full and fair consideration to applications made by disabled persons, having regard to their 
respective aptitudes and abilities, and to ensure that they benefit from training and career development programmes in common 
with all employees. In the event of employees becoming disabled, every effort is made to retrain them in order that their 
employment with the Group may continue.  
It is the policy of the Group that training, career development and promotion opportunities should be available to all employees.  
The Group has continued its policy of employee involvement by making information available to employees through the medium of 
frequent staff meetings, together with personal appraisals and feedback sessions.  
Research & Development 
As a result of the acquisition of One80 Limited the Group now invests in development in relation to the advancement of rear wheel 
steer applications, eco friendly taxis and commercial vehicles. This has resulted in the launch of the new Euro V Vito Taxi in April 
2011. This new product is expected to make further contributions to the growth of the business. 
Share options 
The Company’s policy is to reward and provide long-term incentives to employees by granting them share options. Details of share 
options granted at the reporting date are provided in note 5 to the Group financial statements. 
Statement on Directors’ Responsibilities 
The Directors are responsible for preparing the Annual Report and financial statements in accordance with applicable law and 
regulations. 
Company law requires the Directors to prepare financial statements for each financial year which give a true and fair view of the 
state of affairs of the Company and Group as at the end of financial period and of the profit or loss of the Group for the financial 
period. The Company’s shares are traded on the Alternative Investment Market (“AIM”) of the London Stock Exchange, the rules of  18 
 
which are that the Directors are required to prepare the Group’s financial statements in accordance with International Financial 
Reporting Standards (IFRSs) as adopted by the European Union. The Directors have elected to prepare the parent company financial 
statement in accordance with United Kingdom Generally Accepted Accounting Practice (UK GAAP). In preparing these financial 
statements, the Directors are required to: 
 select suitable accounting policies and then apply them consistently; 
 make judgements and estimates that are reasonable and prudent; 
 for the Group financial statements, state whether applicable IFRSs have been followed, subject to any material departures 
disclosed and explained in the financial statements; 
 for the Parent Company financial statements, state whether applicable UK Accounting Standards have been followed, subject to 
any material departures disclosed and explained in the financial statements; and 
 prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the 
company will continue in business. 
The Directors are responsible for keeping adequate accounting records which disclose with reasonable accuracy at any time the 
financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006.  
They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and 
company, and to prevent and detect fraud and other irregularities.  
The Directors are responsible for maintenance and integrity of the corporate and financial information included on the Company’s 
website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from 
legislation in other jurisdictions. 
 
Statement to Auditors 
The directors who held office at the date of approval of this Directors’ Report confirm that, so far as they are each aware, there is 
no relevant audit information of which the Company’s auditors are unaware, and each Director has taken all the steps that he 
ought to have taken as a Director to make him aware of any relevant audit information and to establish that the Company’s 
auditors are aware of that information. 
Auditors 
BDO LLP were appointed as auditors during the year and have expressed their willingness to continue in office. A resolution to 
appoint them will be proposed at the forthcoming Annual General Meeting. 
Annual General Meeting Business 
The resolutions to be proposed at the forthcoming Annual General Meeting are set out in the formal notice of the meeting, as set 
out on pages 75 to 86. 
 
Recommendation 
The Board considers that the resolutions to be proposed at the Annual General Meeting are in the best interests of the 
shareholders and, accordingly, recommends that the shareholders vote in favour of the resolutions, as the Directors intend to do in 
respect of their own beneficial shareholdings in the Company. 
The Directors’ report was approved by the Board on 1 July 2011and signed on its behalf by: 
 
Peter DaCosta 
Director 
Company number 04998151  19 
 
Corporate Governance Statement 
The Company’s shares are traded on the Alternative Investment Market (“AIM”) of the London Stock Exchange. The Company is 
therefore subject to the AIM Admission Rules of London Stock Exchange and is not consequently required to comply with the best 
practice governance provisions contained within the Combined Code appended to the Listing Rules of the Financial Services 
Authority. However, the Directors recognise the importance of sound corporate governance, as set out in the Combined Code, and 
the following are the company’s current corporate governance procedures. 
 
Tim Yeo, a Non-executive Director, has been granted share options. The Board recognises that the holding of share options by Non-
executive Directors is not consistent with the recommendations of the Combined Code. However, the Board considers that the director 
is independent in character and judgment and that there are no relationships or circumstances (including financial dependence on 
their relationships with the Company) which are likely to affect, or could appear to affect, their judgment as a Non-executive Director. 
The Company has adopted a model code for Directors’ dealings in securities of the Company which is appropriate for a Company quoted 
on AIM. The Directors will comply with Rule 21 of the AIM Rules relating to Directors’ dealings and will take all reasonable steps to 
ensure compliance by the Company’s “applicable employees” (as defined in the AIM Rules). 
Board of Directors 
The Company is headed by an effective and objective Board which is collectively responsible for setting the Company’s strategic 
aims. The Board has put in place a framework of prudent and effective controls which enables strategy, budget and risks to be 
assessed and analysed. All major decisions concerning the management of risk, the recruitment of key staff, investor 
communications, strategic investments and the entering into material contracts are approved by the Board in advance. On 
admission the Board constitution included four Executive and four Non-executive Directors. Since admission one executive and one 
Non-executive Director have resigned with a new Executive Director being appointed in April 2010 and a new Non-executive 
Director being appointed in November 2010. 
The Board considers all the Non-executive Directors to be independent in accordance with the requirements of the Code. All 
committees, as well as Directors individually, have the authority to access independent professional advice at the Company’s 
expense. All the Directors have written letters of appointment that have been approved by the Board. The committees have written 
terms of reference which are reviewed annually. The Board meets on a regular basis, usually monthly, or otherwise as may be 
required to ensure the satisfactory execution of its duties. 
Board Meetings 
13 board meetings were held during 2010. The director’s attendance record during the period is as follows: 
Tim Yeo (Non-Executive Chairman)  13 
Peter DaCosta (Chief Executive Officer) 13 
Michael Troullis (Chief Operating Officer) 13 
Keith Marder (Chief Technical Officer) 12 
John Swingewood (Non-Executive Director) 11 
David Trendle (Finance Director)  10 
Jeremy Fenn (Non-Executive Director) 10 
Guy Saxton (Non-Executive Director) 10 
Roger Phillips (Non-Executive Director)   1 
Audit Committee 
An audit committee, comprising Jeremy Fenn, Tim Yeo and John Swingewood, has been established to determine the application of 
the financial reporting and internal control principles, including reviewing the effectiveness of the Group’s financial reporting, 
internal control and risk management procedures and the scope, quality and results of the external audit.  
The Audit Committee is chaired by Jeremy Fenn and meetings are held on average twice a year and may also be attended, by 
invitation, by the Executive Directors and by the auditors. 
The committee provides a forum for reporting by the Group’s external auditors. It is also responsible for reviewing a number of other 
matters, including half-year and annual results before their submission to the Board and for monitoring the controls that are in force to  20 
 
ensure the integrity of information reported to shareholders. The committee also advises the Board on the appointment of external 
auditors and on their remuneration for both audit and non-audit work, and will review the nature, scope and results of the audit with 
the external auditors. 
Remuneration Committee 
A remuneration committee, comprising Tim Yeo, Roger Phillips and John Swingewood, has been established to review the 
performance of the executive directors and will set their remuneration and consider bonus and share option schemes. 
The Remuneration Committee is chaired by Roger Phillips. Meetings are expected to be held on average twice a year. The committee is 
responsible for making recommendations to the Board, within agreed terms of reference, on the Company’s framework of executive 
remuneration and its cost. The Remuneration Committee determines the contract terms, remuneration and other benefits for the 
Executive Directors, including performance related bonus schemes and compensation payments. No Director will take part in 
discussions concerning their own remuneration 
The Board determines compensation for Non-executive Directors. 
Board appointments 
The appointment of Directors is overseen by the full Board. There is no formal nominations committee, the appointment of new 
Directors being considered by the full Board.  
Internal control 
The Directors are responsible for ensuring the Group maintains a system of internal control to provide them with reasonable 
assurance regarding the reliability of financial information used within the business and for publication and that the assets are 
safeguarded. The inherent limitations in any system of internal control and accordingly even the most effective system can provide 
only reasonable, but not absolute, assurance with respect to the preparation of financial reporting and the safeguarding of assets. 
The Group, in administering its business, has put in place strict authorisation, approval and control levels within which senior 
management operates. These controls reflect the Group’s organisational structure and business objectives. The control system 
includes clear lines of accountability and covers all areas of the organisation. The Board operates procedures which include an 
appropriate control environment through the definition of the above organisation structure and authority levels and the 
identification of the major business risks.  
Internal financial reporting 
The Directors are responsible for establishing and maintaining the Group’s system of internal reporting and as such have put in place 
a framework of controls to ensure that the ongoing financial performance is measured in a timely and correct manner and that risks are 
identified as early as is practicably possible. There is a comprehensive budgeting system and monthly management accounts are 
prepared which compare actual results against both the budget and the previous year. They are reviewed and approved by the Board, 
and revised forecasts are prepared on a regular basis. 
Relations with shareholders 
The Company reports to shareholders twice a year. The Company dispatches the notice of its Annual General Meeting, together with a 
description of the items of special business, at least 21 clear days before the meeting. Each substantially separate issue is the subject of 
a separate resolution and all shareholders have the opportunity to put questions to the Board at the Annual General Meeting. The 
chairman of the Audit and Remuneration Committees normally attend the Annual General Meeting and will answer questions which may be 
relevant to their work. The Chairman advises the meeting of the details of proxy votes cast on each of the individual resolutions after 
they have been voted on in the meeting. 
The Chairman and the Non-executive Directors intend to maintain a good and continuing understanding of the objectives and views 
of the shareholders.  21 
 
 
Directors’ Remuneration Report  
Statement of compliance 
This report does not constitute a Directors’ Remuneration Report in accordance with section 420 of the Companies Act 2006, which do 
not apply to the Company as it is not fully listed. 
The Company has applied the principles relating to Directors’ remuneration as described below. 
Scope and membership of Remuneration Committee 
The Committee comprises the independent Non-Executive directors Tim Yeo, John Swingewood and Roger Phillips, who chairs the 
committee.  The Remuneration Committee has formal terms of reference. 
At the invitation of the committee chairman, Executive Directors may attend the proceedings, but are not present when their own 
remuneration is under consideration. 
The purpose of the Remuneration Committee is to review, on behalf of the Board, the remuneration, determine incentives and 
other benefits, compensation payments and terms of employment for the Executive Directors.  It seeks to provide a remuneration 
package that aligns the interests of the Executive Directors with that of the shareholders. 
None of the committee members has any personal financial interests (other than as shareholders) or conflicts of interest arising from 
cross-directorships. The committee has access to professional advice from inside and outside the Company. 
Remuneration policy 
The objective of the Groups’ remuneration policy is to attract, motivate and retain management with the appropriate professional, 
managerial and operational expertise necessary to realise the Group’s objectives. 
It is the Group’s policy that all Executive Directors’ service contracts contain a minimum 12 months’ notice period.  The Non-Executive 
Directors have letters of appointment with the Group which have notice periods of three months, and include a non-compete 
restriction for six months. 
The remuneration of the Non-Executive Directors is determined by the Board.  The Non-Executive Directors do not receive any pension 
or other benefits other than out of pocket expenses, from the Group, nor do they participate in any bonus schemes. 
The remuneration agreed by the Committee for each of the Executive Directors contains the following elements: a base salary, 
benefits, and share option incentives.  The following sections provide an outline of the Group’s remuneration policy. 
Base Salary 
Service contracts exist for each Executive Director that set contractual obligations.  The Committee establishes salaries and benefits 
by reference to those prevailing in the employment market generally for Executive Directors of companies of comparable status 
and market value.  Reviews of such base salary and benefits are conducted by the Committee having regard to wage inflation in the 
economy.  No salary increases were awarded to the existing members of the board in 2010, nor are any currently proposed for 
2011.  
 
Share incentives 
The Directors believe that attracting, motivating and retaining employees of appropriate calibre is vital to the continued success of the 
Group. The continued incentivisation of key employees is very important, as their skills and experience, and their supplier and customer 
relationships are vital to the continued success of the Group. The eco city vehicles plc EMI Scheme and an unapproved share option plan 
have been put in place in order to incentivise and remunerate key employees and senior management, including the Directors, as the 
Board of the Company considers appropriate. 
 
As at 31 December 2010 the Company had granted the following options to directors of the Company pursuant to the terms of the 
Enterprise Management Incentive (EMI) Scheme and the Unapproved Scheme.  22 
 
Option Holder 
Exercise price 
per Ordinary 
Share 
Number of 
Ordinary Shares 
under option Option Type Grant Date 
Tim Yeo 5p  750,000 Unapproved Scheme 11 October 2007 
David Trendle 5.38p 2,230,483 EMI Scheme 9 July 2010 
David Trendle 5.38p 1,858,736 Unapproved Scheme 9 July 2010 
 
The share options granted to the directors are exercisable any time between three and ten years. 
 
The Group also grants share options to senior employees below Board level, under the Groups’ EMI scheme.  Options are 
exercisable any time between three and ten years.  During the year 5,944,219 options were granted, and details on the number of 
options outstanding at 31 December 2010 are given in note 5. 
 
Share price chart 
Set out below is a graph of the Group’s share price performance for 2010, benchmarked against the Automobile index and 
Manganese Bronze Holdings Plc, a manufacturer of London Taxis.  The share price at 31 December 2010 was 5.75p. 
  23 
 
Emoluments 
The aggregate emoluments of the Directors for the year were as follows: 
 
 
 Basic  Benefits  Total  Total 
 2010  2010  2010  2009 
 £000  £000  £000  £000 
        
Non-executive directors        
Timothy Yeo 40    -   40   40  
Jeremy Fenn 18    -   18   18  
John Swingewood 18    -   18   18  
Guy Saxton 23    -   23   18  
Roger Phillips 2    -   2    -  
Executive directors        
Peter DaCosta 120   25   145   154  
Michael Troullis 120   17   137   137  
Keith Marder 120   19   139   131  
David Trendle 84   2   86    -  
            
        
 545   63   608   516  
            
 
Benefits above include car allowance.  The Group does not operate a defined benefit pension scheme. 
 
Non-executive Directors 
The remuneration of Non-executive Directors is determined by the Board, and is based upon fees paid to Non-executive Directors of 
similar companies. 
 
Details of Directors’ remuneration 
This report should be read in conjunction with note 6 to the financial statements which constitutes part of this report. Details of 
Directors’ interests in ordinary shares and warrants are set out in the Directors’ Report. 
By order of the Board 
 
Roger Phillips 
Remuneration Committee Chairman 
1 July 2011   24 
 
 
Independent auditor's report to the members of Eco City Vehicles plc 
 
We have audited the Group financial statements of Eco City Vehicles Plc for the year ended 31 December 2010 which 
comprise the Group statement of financial position, the Group statement of comprehensive income, the Group statement of 
cash flows, the Group statement of changes in equity and the related notes.  The financial reporting framework that has been 
applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the 
European Union. 
 
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies 
Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are 
required to state to them in 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 members as a body, for our audit work, 
for this report, or for the opinions we have formed. 
 
Respective responsibilities of directors and auditors 
 
As explained more fully in the statement of directors’ responsibilities, the directors are responsible for the preparation of the 
Group financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express 
an opinion on the Group financial statements in accordance with applicable law and International Standards on Auditing (UK 
and Ireland). Those standards require us to comply with the Auditing Practices Board’s (APB’s) Ethical Standards for Auditors.  
 
Scope of the audit of the financial statements 
 
A description of the scope of an audit of financial statements is provided on the APB’s website at 
www.frc.org.uk/apb/scope/private.cfm.   
 
Opinion on financial statements 
 
In our opinion the Group financial statements:  
 
 give a true and fair view of the state of the Group’s affairs as at 31 December 2010 and its loss for the year 
 then ended; 
 
 have been properly prepared in accordance with IFRSs as adopted by the European Union; and 
 
 have been prepared in accordance with the requirements of the Companies Act 2006 and Article 4 of the 
 IAS Regulation. 
 
Opinion on other matter prescribed by the Companies Act 2006 
 
In our opinion the information given in the directors’ report for the financial year for which the Group financial statements are 
prepared is consistent with the Group financial statements.  
 
Matters on which we are required to report by exception 
 
We have nothing to report in respect of the following matters where the Companies Act 2006 we are required to report to 
you if, in our opinion: 
 
 adequate accounting records have not been kept by the parent company, or returns adequate for our audit 
 have not been received from branches not visited by us; or 
 
 the parent company financial statements are not in agreement with the accounting records and returns; 
 certain disclosures of directors’ remuneration specified by law are not made; or  25 
 
  
 we have not received all the information and explanations we require for our audit. 
 
 
 
Other matter 
 
We have reported separately on the parent company financial statements of Eco City Vehicles Plc for the year ended 31 
December 2010 and on the information in the directors’ remuneration report that is described as having been audited.  
 
 
 
 
Malcolm Thixton (senior statutory auditor) 
For and on behalf of BDO LLP, statutory auditor 
Southampton 
United Kingdom 
Date:  1 July 2011 
 
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).  26 
 
 
eco city vehicles plc 
Consolidated Statement of Comprehensive Income 
For the year ended 31 December 2010  
 
   
2010 
 
2009 
 
Notes 
 
£000 
 
£000 
 
   
 
 
Revenue 3  
 
24,691  
 
24,672  
      Cost of sales 
  
(20,557) 
 
(20,544) 
   
  
 
  
      Gross profit 
  
4,134  
 
4,128  
      Administrative expenses 
  
(4,642) 
 
(4,717) 
      Other income 4  
 
708  
 
661  
   
  
 
  
      Operating profit before non-recurring items 
  
200  
 
72  
      Non-recurring items 4  
 
(105) 
 
(207) 
   
  
 
  
      Operating profit / (loss) 4  
 
95 
 
(135) 
      Finance income 7  
 
1  
 
127  
      Finance costs 7  
 
(346) 
 
(345) 
      Share of loss from equity accounted investments 
  
(15) 
 
(40) 
   
  
 
  
      Loss before taxation 
  
(265) 
 
(393) 
      Taxation 8  
 
 -  
 
14  
   
  
 
  
      Loss for the period from continuing operations 
  
(265) 
 
(379) 
      Profit/(Loss) for the year from discontinued activities 30  
 
17  
 
(415) 
      Total comprehensive loss for the year 
  
(248) 
 
(794) 
   
  
 
  
      Loss for year attributable to owners of parent 
  
(246) 
 
(794) 
      Non-controlling interest 
  
(2) 
 
 -  
      
   
(248) 
 
(794) 
      
      Loss per share 
  
Pence 
 
Pence 
      Basic and diluted earnings per share : 
     
      Loss from continuing operations 
  
(0.08) 
 
(0.13) 
      Profit / (loss) from discontinued operations 
  
0.01  
 
(0.14) 
      Total loss per share 9  
 
(0.09) 
 
(0.27) 
   
  
 
  
      
      
            
Non-GAAP measure 
    
  
Loss from continuing operations before non-recurring items 9 
 
(0.05) 
 
(0.06) 
            
 
The financial statements were approved and authorised for issue by the Board on 1 July 2011.. 
 
David Trendle Peter DaCosta 
Finance Director Chief Executive Officer  27 
 
eco city vehicles plc 
Consolidated statement of financial position 
As at 31 December 2010 
 
   2010  2009 
Assets Notes  £000  £000 
Non current      
Property, plant and equipment 10   2,794   2,616  
      
Intangibles 11   1,754    -  
      
Investments accounted for using the equity method 14    -   1,070  
      
Goodwill 12   1, 420    -  
        
      
Total non-current assets   5,968   3,686  
        
      
Current      
Inventories 15   3,889   2,689  
      
Trade and other receivables 16   2,769   2,386  
Cash and cash equivalents 17   115   256  
        
      
Total current assets   6,773   5,331  
        
      
Total assets   12,741   9,017  
        
      
Equity and liabilities      
Equity      
      
Equity attributable to owners of the parent:      
Share capital 22   3,343   3,021  
      
Share premium   2,796   1,922  
      
Shares to be issued   324  - 
      
Reverse acquisition reserve   (1,709)  (1,709) 
      
Retained deficit   (2,888)  (2,663) 
        
      
   1,866   571  
      
Non-controlling interest   552    -  
        
      
Total equity   2,418   571  
        
      
Current liabilities      
Borrowings 19   744 
  
 2,657  
Trade and other payables 18   7,156   5,768  
      
        
      
Total current liabilities   7,900   8,425  
        
      
Non current liabilities      
Borrowings 19   2,220   21  
      
Deferred tax liability 21   203    -  
        
      
Total non-current liabilities   2,423  21  
        
      
Total liabilities   10,323   8,446  
        
      
Total equity and liabilities   12,741         9,017  
         28 
 
eco city vehicles plc 
Consolidated statement of changes in equity 
As at 31 December 2010 
Total
attributable
Reverse shares to equity Non-
Share Share acquisition to be Retained holders of Controlling TOTAL
capital premium reserve issued deficit Parent Equity EQUITY
£000 £000 £000 £000 £000 £000 £000 £000
At 1 January 2009 3,021 1,922 (1,709) - (1,883) 1,351  - 1,351 
Total comprehensive loss for the period -  -  -  - (794) (794) - (794)
Share based payment -  -  -  - 14 14  - 14 
At 31 December 2009 3,021 1,922 (1,709) - (2,663) 571  - 571 
At 1 January 2010 3,021 1,922 (1,709) - (2,663) 571  - 571 
One80 Limited Acquisition -  -  - 324  - 324 554 878 
Loss for the year -  -  -  - (246) (246) (2) (248)
Issue of share capital 322 874  -  -  - 1,196  - 1,196 
Share based payment -  -  -  - 21 21  - 21 
At 31 December 2010 3,343 2,796 (1,709) 324 (2,888) 1,866 552 2,418 
 
Expenses relating to the issue of shares in 2010 totalling £323,000 have been deducted from the share premium account 
 
  29 
 
eco city vehicles plc 
Consolidated statement of cash flows 
For the year ended 31 December 2010 
  
 
   2010  2009 
 Notes  £000  £000 
Operating activities      
      
Loss for the year   (248)  (794) 
Adjustments 25   303   391  
Net changes in working capital 25   (770)  1,486  
Taxes paid    -    -  
        
      
Cashflow from operating activities   (715)  1,083  
        
Investing activities      
Interest received   1   127  
Purchase of property, plant and equipment   (97)  (52) 
Purchase of intangibles   (36)   -  
Acquisition of subsidiary, net of cash acquired   (446)   -  
Net cash generated from share issue   1,196    -  
        
      
Cashflow from investing activities   618   75  
        
      
Financing activities      
Dividends paid    -    -  
Interest paid   (325)  (345) 
Proceeds from loan   850    -  
Repayments of mortgages   (150)  (150) 
Repayments of finance leases   (200)  (98) 
Proceeds from finance leases   356    -  
        
      
Cashflow from financing activities   531   (593) 
        
      
Cash and cash equivalents at beginning of period   (369)  (934) 
      
Net change in cash and cash equivalents    434   565 
      
        
Cash and cash equivalents at end of period 27   65   (369) 
        
       
  30 
 
eco city vehicles plc 
Notes to the Group Financial Statements 
For the year ended 31 December 2010 
 
1.  General Information 
eco city vehicles plc is a company incorporated in the United Kingdom and listed on the AIM market.  The address of the registered 
office is Hemming House, Hemming Street, London, E1 5BL. 
The Group is engaged in the sale and service of new and used taxis to owner operators of licensed taxis in London and the provision 
of related services and the sale and service of low emissions vehicles to business users. During the financial year the Group 
continued to operate from a site in East London from where it conducted all sales operations, and also at premises in Coventry. The 
premises in Coventry is partially sublet to a tenant, with the remaining area to be used to facilitate geographic expansion.  
These financial statements are presented in British Pounds Sterling, the currency of the primary economic environment in which 
the Group operates.  The Group comprises eco city vehicles plc and its subsidiary and associate companies as set out in the Note 3 
of the Parent Company’s financial statements. 
2.  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 Acts applicable to companies preparing their financial statements under IFRS. Practice is continuing to 
evolve on the application and interpretations of IFRS. Further standards may be issued by the International Accounting Standards 
(IASB) and standards currently in issue and endorsed by the EU may be subject to interpretations issued by IFRIC. 
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. 
The Group has adopted IFRS 3 (R) Business combinations and IAS 27 (R) Consolidated and separate financial statements during the 
year. The effect of adopting IFRS 3 (R) on the acquisition of One80 Limited is disclosed in notes 12, 13 and 14. The group’s new 
accounting policy for business combinations is stated below. The effect of the other new standards adopted is not significant. 
 
Going Concern 
The trading conditions have been challenging so far in 2011, with lower new vehicle sales than the comparative period due to 
customers eagerly awaiting the launch of the new Euro V Vito, which occurred on 2nd April 2011. The Directors believe the second 
half of the year will show improvement with the Euro V Vito market share moving back to previous levels with an increased market 
size expected, and the imposition of the 15 year. The Group is also encouraged by becoming the exclusive partner with Comcab to 
provide Euro V Vitos for their new executive service.  
  31 
 
After-sales and parts continue to face challenging market conditions although some progress has been made to start to win light 
commercial vehicle work and to extend parts revenue with the supply of Mercedes-Benz parts to the local area.  
 
The group is also implementing a rationalisation plan which will commence in July 2011 and reduce annualised costs for the group 
by circa £0.5m.  
 
The group has prepared detailed rolling forecasts taking account of actual results to date and current information on trading, on a 
prudent basis. The group also consider sensitivities to these forecasts to review the impact on the results and cash balances.  
 
Since the year end the group has secured the availability of further funding from the KPM-UK Taxis Plc Discretionary Pension 
Scheme exceeding £0.6m. 
 
Based on the Group’s plans which include receipt of further funds and after making enquiries, the Directors have a reasonable 
expectation that the Group will have adequate resources available from funds generated from trading and financing to continue 
operations for at least 12 months from the date of signing the financial statements. The financial statements have therefore been 
prepared on a going concern basis. 
 
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 2010.  
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. 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 elected not to apply IFRS 3 (r2008) “Business Combinations” retrospectively to business combinations prior to the 
date of transition. 
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  32 
 
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. 
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 goods are delivered and risks 
and rewards are transferred.   
Sales of services comprise servicing and 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.  
Dividend income from investments is recognised when the shareholders’ rights to receive payment have been established.  
Patents 
Costs incurred in applying for patents have been capitalised.  Patent costs are not amortised as in the opinion of the directors they 
have an infinite useful economist life with a market value significantly in excess of their cost.  Patent costs are subject to an annual 
impairment review. 
Development Costs 
Development costs incurred during the period have been capitalised where these are separately identifiable and where they relate 
to a clearly defined project, which is expected to produce future revenues in excess of the costs incurred.  Development costs are 
written off evenly over the expected life of the project to which they relate.  Development costs included within the Consolidated 
statement of financial position relate to development of the Vito taxi and the associated rear wheel steering mechanism.  
Leasing 
- The Group as a lessee 
In accordance with IAS 17, the economic ownership of a leased asset is transferred to the lessee if the lease bears substantially all 
the risks and rewards related to the ownership of the leased assets.  
 
Assets held under finance leases are recognised as assets of the Group at their fair value or, if lower, at the present value of the 
minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the 
balance sheet as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of the lease 
obligation so as to achieve a constant rate of interest on the remaining balance of liability. Finance charges are charged directly 
against income. Depreciation on the relevant assets is charged to the Consolidated statement of comprehensive income. 
 
All other leases are treated as operating leases. Their annual rentals are charged to the Consolidated statement of comprehensive 
income on a straight line basis over the term of the lease. 
 
Benefits received and receivable as an incentive to enter into an operating lease are also spread on a straight line basis over the 
lease term. 
 
- The Group as a lessor  33 
 
Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease.  Any initial direct 
costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised 
on a straight-line basis over the lease term. 
 
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. 
 
Operating expenses 
Operating expenses are recognised in profit or loss upon utilisation of the service or at the date of their origin.  Expenditure for 
warranties is recognised as a provision when the related revenue is recognised. 
 
Finance Commission 
Finance commission is recognised upon inception of the customer’s finance deal with a third party finance company. 
 
Profit or loss from discontinued operations 
A discontinued operation is a component of the entity that either has been disposed of, or is classified as held for sale, and: 
 represents a separate major line of business or geographical area of operations; 
 Is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operations; or 
 Is a subsidiary acquired exclusively with a view to resale 
 
Profit or loss from discontinued operations, including prior year components of profit or loss, are presented in a single amount in 
the Consolidated statement of comprehensive income.  This amount, which comprises the post-tax profit or loss of discontinued 
operations and the post-tax gain or loss resulting from the measurement and disposal of assets classified as held for sale, is further 
analysed in note 30. 
 
The disclosures for discontinued operations in the prior year relate to all operations that have been discontinued by the reporting 
date for the latest period presented. 
 
Property, plant and equipment 
Property, plant and equipment are stated at cost less accumulated depreciation and any recognised impairment loss. 
 
Depreciation is charged so as to write off the cost of property, plant and equipment by annual instalments over their estimated 
useful economic lives less estimated residual values, using either the straight line method or reducing balance method depending 
on the class of asset. The periods generally applicable are: 
Leasehold property - over length of lease 
Improvements to property - over length of lease 
Plant and machinery - over the useful life of the asset 
Fixtures and fittings - over the useful life of the asset 
Motor vehicles  - over the useful life of the asset 
Development Costs - over the useful life of the asset 
 
Residual values and useful economic lives are reviewed annually. Property, plant and equipment are assessed for impairment 
annually or more often if events or changes in circumstances indicate that the carrying value may not be recoverable. Where an 
impairment review is deemed necessary it is performed in accordance with the policies set out below. 
Impairment of assets other than goodwill and intangible assets with an indefinite life 
At each balance sheet date, the Directors review the carrying amounts of the Group’s tangible and intangible assets, other than 
goodwill and intangible assets with an indefinite life, 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  34 
 
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. 
Inventories and work in progress 
Inventories and work in progress are stated at the lower of cost and net realisable value. Cost is calculated on a first in and first out 
basis and includes attributable overheads, where appropriate.  Net realisable value represents the estimated selling price less all 
estimated costs of completion and costs to be incurred in marketing, selling and distribution. Where necessary, provision is made 
for slow moving and obsolete stock. Stocks on consignment and their related obligations are recognised in current assets and 
creditors respectively on adoption of the consignment stock where the risks and rewards of ownership pass to the Group. 
Financial instruments 
Financial assets and financial liabilities are recognised on the Group’s balance sheet when the Group becomes a party to the 
contractual provisions of the instrument.  
 
Derivative financial instruments 
The Group manages its exposure to movements in interest rates on its debt by entering into derivative contracts for interest rate 
swaps. Derivative financial instruments are recognised in the balance sheet at fair value with changes in the fair value recognised in 
the Consolidated statement of comprehensive income.  
The Group has no foreign exchange derivatives 
Loans and receivables 
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active 
market. They are included in current assets, except for maturities greater than 12 months after the balance sheet date. Loans and 
receivables are initially recognised at fair value together with any associated issue costs. After initial recognition, interest bearing 
loans are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an 
effective yield basis. Amortised cost is calculated taking into account any issue costs and discount or premium on settlement. 
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense 
over the relevant period.  The effective interest rate is the rate that exactly discounts estimated future cash payments through the 
expected life of the financial liability, or where appropriate to a shorter period, to the net carrying amount on initial recognition. 
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:   35 
 
 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. 
 "Other reserve" represents equity-settled share-based employee remuneration until such share options are exercised. 
 "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. 
 
Bank borrowings 
Interest-bearing bank loans and overdrafts are recorded at fair value, net of direct issue costs. Finance charges, including premiums 
payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis to the Consolidated statement 
of comprehensive income using the effective interest method and are added to the carrying amount of the instrument to the 
extent that they are not settled in the period in which they arise.  
Trade and other payables 
Trade payables are initially measured at fair value and subsequently measured at amortised cost using the effective interest rate 
method. 
 
Capital risk management 
The Group manages its capital to ensure that the entities in the Group will be able to continue as going concerns while maximising 
its return through the optimisation of the debt and equity balance.  In addition, the Group monitors its forecast net debt to EBITDA 
ratio with the aim of maintaining these within banking covenant maximum of 1.25.  The capital structure of the Group consists of 
debt, which includes the borrowings disclosed in note 19, cash and cash equivalents and equity attributable to equity holders of the 
parent, comprising issued capital and reserves. 
Dividends 
Equity dividends are recognised when they become legally payable. In the case of interim dividends to equity shareholders, these 
are recognised when they are paid. In the case of final dividends, this is when approved by the shareholders at the Annual General 
Meeting.  
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 that have been enacted or substantively enacted by the Statement of Financial Position.  
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  36 
 
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.  
Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates except 
where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not 
reverse in the foreseeable future.  
The carrying amount of deferred tax assets is reviewed at each Statement of Financial Position 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.  
Retirement benefits 
The Group contributes to personal pension schemes of certain directors of the Company and its subsidiaries.  The Group’s 
subsidiary One80 Limited operates a defined contribution pension scheme. 
Share based payments 
The Group has applied the requirements of IFRS 2 Share based payments. IFRS 2 has been applied to all grants of equity 
instruments after 7 November 2002 that had not vested at 1 January 2005, in accordance with the exemptions of IFRS 1. 
 
The Group issues equity settled share-based payments to employees. Equity-settled share payments are measured at fair value 
(excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of 
the equity-settled share based payments is expensed on a straight line basis over the vesting period, based on the Group’s estimate 
of shares that eventually vest and adjusted for the effect of non market-based vesting conditions.  
 
Upon exercise of share options the proceeds received net of attributable transaction costs are credited to share capital, and where 
appropriate share premium. 
 
Accounting Standards issued but not yet effective and/ or adopted. 
At the date of authorisation of these financial statements, the following Standards and Interpretations that have not been applied 
in these financial statements were in issue but not yet effective or endorsed (unless otherwise stated): 
 
 IFRS 9   Financial instruments (effective 1 January 2013) 
 IAS 24   Related party disclosures - Revised 2009 (effective 1 January 2011) 
 IFRIC 14    Amendments to Prepayments of a minimum funding requirement (effective 1 January  
    2011) 
 IAS 32    Amendments to Classification of rights issues (effective periods beginning 1 February 2010) 
 Improvements to IFRS  Various Amendments (effective periods beginning 1 July 2010) 
 IFRIC 19    Extinguishing financial liabilities with equity instruments (effective periods beginning 1 July 
    2010) 
 IFRS 7    Amendments to disclosures – transfers of financial assets (effective periods beginning 1  
    July 2011) 
 IAS12    Amendments to Deferred tax: recovery of underlying assets (effective periods beginning 1 
  January 2012) 
 
The Directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material impact on 
the financial statements of the Group. 
 
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.  37 
 
 
Estimation of uncertainty 
In the process of applying the Group’s accounting policies the subjects 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. 
 
- Inventories 
Inventories are measured at the lower of cost and net realisable value.  In estimating net realisable values, management takes into 
account the most reliable evidence available at the times the estimates are made.  
 
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. 
 
3.  Segmental analysis 
For management purposes, the Group is organised into five business segments based on the product or service being sold. The 
Group’s reportable segments are as follows: 
 
- Vehicles, which sells new and used taxis; 
- Parts, which sells taxi parts to customers ranging from individual drivers to large repairers; 
- After-sales, which provides mechanical and bodywork repairs to taxi drivers; 
- Licences, which provides licence rights for the Mercedes-Benz Taxi; and 
- Unallocated, which is for miscellaneous transactions outside of other segments. 
 
Revenue reported represents revenue generated from external customers. Sales between segments in the year are eliminated for 
reporting purposes. 
 
The accounting policies of the reportable segments are the same as the Group’s accounting policies described above. Segment 
profit represents the profit earned by each segment without allocation of central administration costs or exceptional costs.  Finance 
costs and finance income are allocated to the segment incurring them where possible.  
 
There are no external customers that individually represent more than 10% 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.  Finance costs and finance income are allocated to the department incurring them where possible.  This is the  38 
 
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 
  
 
December 
 
December 
 
December 
 
December 
  
 
2010 
 
2009 
 
2010 
 
2009 
  
 
£'000 
 
£'000 
 
£'000 
 
£'000 
  
            
  
Vehicle Sales 
  
18,468  
   
18,516  
 
1,007  
 
650  
  
Parts Sales 3,154  
   
3,076  
      
  
Parts Sales (inter-segment) (66)   3,088  
 
(138) 
 
2,938  
 
400  
 
415  
  
            
  
After-sales 3,119  
   
3,281  
      
  
After-sales (inter-segment) (69)   3,050  
 
(73) 
 
3,208  
 
92  
 
239  
  
            
  
Licence Revenue 
  
85  
   
 -  
 
(5) 
 
 -  
  
Non-allocated 
  
 -  
   
10  
 
 -  
 
10  
  
   
  
   
  
 
  
 
  
  
Total for continuing operations 
  
24,691  
   
24,672  
 
1,494  
 
1,314  
  
   
  
   
  
 
  
 
  
  
            
  
Other operating income 
        
324  
 
315  
  
Finance income 
        
1  
 
127  
  
Finance costs 
        
(284) 
 
(265) 
  
Non-recurring items 
        
(298) 
 
(207) 
  
Central administration costs 
        
(1,597) 
 
(1,623) 
  
         
  
 
  
  
Loss before tax per management 
information 
        
(360) 
 
(339) 
  
         
  
 
  
  
            
  
Reconciliation to statutory accounts: 
           
  
Loss per management information 
        
(360) 
 
(339) 
  
            
  
Reconciling items: 
           
  
 - Share of loss of equity  accounted 
investments 
        
(15) 
 
(40) 
  
Gain arising on obtaining controlling 
interest of associate 
        193  - 
  
 - Fair value movement on interest rate      
swap 
        
(62) 
 
 -  
  
 - Share based payments 
        
(21) 
 
(14) 
  
            
  
Loss before tax per statutory accounts 
        
(265) 
 
(393) 
  
         
  
 
  
  
  
2010 Vehicle Sales Parts Sales After-sales Licence revenue Non allocated TOTAL
£'000 £'000 £'000 £'000 £'000 £'000
Depreciation 30  - 40 7 22 99 
Amortisation -  -  - 16  - 16 
30  - 40 23 22 115 
2009
Vehicle Sales Parts Sales After-sales Licence revenue Non allocated TOTAL
£'000 £'000 £'000 £'000 £'000 £'000
Depreciation 19  - 81  - 19 119 
Amortisation -  -  -  -  -  - 
19  - 81  - 19 119 
 
 
  39 
 
 
 
 
 
Segment assets and liabilities    
 2010  2009 
 £'000  £'000 
Segment assets    
Vehicle Sales 8,534   6,301  
Parts Sales 1,044   930  
After-sales 783   679  
Licences 2,379    -  
Other  -   2  
      
Total segment assets 12,740   7,912  
    
Assets relating to discontinued activities 1   35  
Unallocated  -   1,070  
      
Consolidated assets 12,741   9,017  
      
    
    
Segment liabilities    
Vehicle Sales 8,041   7,180  
Parts Sales 890   678  
After-sales 870   495  
Licences 806   - 
Other  -   2  
      
Total segment liabilities 10,607  8,355  
    
Liabilities relating to discontinued activities 40   91  
Investment in associate  -    -  
      
Consolidated liabilities 10,647   8,446  
      
 
 
 
 
 
Vehicle 
Sales 
 
Parts 
Sales 
 
After-
sales 
 
Licence 
revenue 
 
Non allocated TOTAL 
 
£'000 
 
£'000 
 
£'000 
 
£'000 
 
£'000 
 
£'000  
Additions to non-current assets - 
 
9  
 
32  
 
3,354  
 
56  
 
3,451  
 
 
For the purposes of monitoring segment performance and allocating resources between segments: 
 All assets are allocated to reportable segments other than investments in associates and tax assets.  Assets used jointly by 
reportable segments are allocated on the basis of the revenues earned by individual segments; and 
 All liabilities are allocated to the reportable segments other than current and deferred tax liabilities.  Liabilities for which 
reportable segments are jointly liable are allocated in proportion to segment assets. 
 The Group operates entirely with the United Kingdom, and all revenues arise from this geographical area.  40 
 
 
4. a) Operating profit / (loss) 
Operating profit / (loss) has been arrived at after charging/ (crediting):    
 
   2010  2009 
   £000  £000 
      
Staff costs (see note 5)  3,000   2,588  
Depreciation of property, plant and equipment    
 - Owned 96   51  
 - Leased 3   68  
Amortisation of development costs 16    -  
Share based payment 21   14  
Operating lease expenditure:    
 - plant and machinery 25   25  
 - property 391   387  
Rental income received (227)  (241) 
Auditors’ remuneration for following services:    
  
- Fees payable to the Company's auditors for the 
audit of the financial statements 
25   29  
 
- Fees payable to the Company's auditors for the 
audit of the company's subsidiaries pursuant to 
legislation 
25   28  
 Total audit fees 50   57  
 
  4. b) Other income 
During the year the Group received the following other income 
 
 2010  2009 
 £000  £000 
    
    
Finance commissions 384   149  
Other commissions 23   156  
Rental income 227   241  
Administrative charges 71   102  
Other  3   13  
      
 708   661  
      
  41 
 
4. c) Non-recurring items 
The 2010 operating profit of £0.10m (2009: loss £0.1m) is stated after non-recurring items totalling £0.10m (2009: £0.21m) shown 
below: 
 
 2010  2009 
 £000  £000 
    
    
Provision against amounts receivable from Cabvision Limited  -   (504) 
    
Insurance claim re loss of revenue  -   297  
    
Penso Settlement (153)  - 
    
Corporate governance review (92)   -  
    
Restructuring of debt (24)   -  
    
Gain arising on obtaining controlling interest of associate (note 
13) 
193  - 
Other (29)      - 
    
      
 (105)  (207) 
      
 
5.  Employee remuneration 
5.1 Employee benefits expensed & employee numbers 
 2010  2009 
 £000  £000 
    
    
Wages and salaries  2,756   2,372  
Social security costs  222   202  
Defined pension contribution cost 1     -  
Share based payment 21   14  
      
    
 3,000   2,588  
      
    
 Number  Number 
Engineering and technical 55   53  
Distribution and sales 7   7  
Administration 29   24  
 91   84  
 
 
5.2 Share based employee remuneration 
The Group has established a share option scheme that entitles key management and senior employees to purchase shares in the 
entity.   
 
The Group has established a scheme under the Enterprise Management Incentive (EMI) code (set out in Schedule 5 to the Income 
Tax (Earnings and Pensions) Act 2003). The options granted under EMI scheme may be exercised between three and ten years of 
the anniversary of the date of the grant, with all existing share options vesting between October 2010 and July 2020.  
  42 
 
Qualifying employees are invited to apply for the grant of a contingent right to acquire shares under the plan. Subject to the rules of 
the Plan, options will enable employees to receive a number of eco city vehicles plc ordinary shares three years after the option is 
granted, subject to meeting any performance targets set by the Remuneration Committee. 
 
The Group has also granted share options to two directors under the unapproved scheme. Those granted under unapproved 
scheme may be exercised between three and ten years of the anniversary of the date of the grant.  
 
The number and weighted average exercise price of the Group’s entire share options are as follows: 
  
 
    
Weighted 
average 
exercise price 
 
Number of 
options 
     2010  2010 
Outstanding at the beginning of the year     £0.05   4,605,000  
Granted during the year     £0.05   5,944,219  
Forfeited during the year     £0.05   750,000  
          
        
Outstanding at the end of the year     £0.05   9,799,219  
          
                
    
Weighted 
average 
exercise price 
 
Number of 
options 
     2009  2009 
Outstanding at the beginning of the year     £0.05   4,605,000  
Granted during the year     -  - 
 
Forfeited during the year      -    -  
          
        
Outstanding at the end of the year     £0.05   4,605,000  
          
         
The fair value of services received in return for share options granted are measured by reference to the fair value of share options 
granted. The estimate of the fair value of the services is measured on a Black-Scholes model in respect of the schemes using set 
assumptions set out below: 
 
 
     2010  2009 
Fair value of share options and assumptions       
Fair value at grant date     £0.05   £0.05  
Share price at grant date     £0.05   £0.05  
Average exercise price     £0.05   £0.05  
Expected volatility (based on the beta factor of the market)  40%  40% 
Option life     5 years  3 years 
Expected dividend yield     0%  0% 
Risk-free interest rate     5%  5% 
 
  
                 43 
 
6.  Directors’ emoluments  
 
        
 Basic  Benefits  Total  Total 
 2010  2010  2010  2009 
 £000  £000  £000  £000 
        
Non-executive directors        
Timothy Yeo 40    -   40   40  
Jeremy Fenn 18    -   18   18  
John Swingewood 18    -   18   18  
Guy Saxton 23    -   23   18  
Roger Phillips 2    -   2    -  
Executive directors        
Peter DaCosta 120   25   145   154  
Michael Troullis 120   17   137   137  
Keith Marder 120   19   139   131  
David Trendle 84   2   86    -  
            
        
 545   63   608   516  
            
 
The remuneration of the executive directors, except David Trendle, is paid through KPM-UK Taxis Plc, a subsidiary of Eco City 
Vehicles Plc of which they are also directors. 
7.  Finance income and costs   
 
 December  December 
 2010  2009 
 £000  £000 
Finance income    
Interest receivable 1   127  
      
    
 1   127  
      
    
Finance costs    
Interest payable on borrowings 196   63  
Fair value movement on interest rate swap 62   194  
Consignment stock interest 85   85  
Finance lease interest 3   3  
      
    
 346   345  
      
  44 
 
 
8.  Tax  
 
 
2010 
 
2009 
 
£000 
 
£000 
Taxation credit comprises: 
   Current tax  -  
 
 -  
Deferred tax (Note 21):  -  
 
(14) 
 
  
 
  
    Total tax credit  -  
 
(14) 
 
  
 
  
    Factors affecting the tax credit for the year 
   The tax assessment for the year is higher than the standard UK corporate tax rate of 28% due to 
the following factors: 
 
2010 
 
2009 
 
£000 
 
£000 
    Loss on ordinary activities before taxation (248) 
 
(808) 
 
  
 
  
    Loss on ordinary activities at the standard rate of corporation 
-tax in the UK of 28% (2009 - 28%) 
(69) 
 
(226) 
Effects of: 
   Expenses that are not deductible in determining taxable 
profit 
(38)  
 
20  
Depreciation in excess of capital allowances 58  
 
54  
Unrecognised deferred tax assets 49  
 
138  
    
 
  
 
  
Total tax credit  -  
 
(14) 
 
  
 
  
 
There is no provision for UK Corporation tax due to tax losses incurred during the period, subject to agreement with HM Revenue & 
Customs. Accumulated tax losses of approximately £2,855,000 (2009: £2,265,000) have not been recognised as deferred tax assets 
due to uncertainty over the timing of future profits. 
  45 
 
9.  Loss per share 
   
 
 2010  2009 
 £000  £000 
Earnings    
Total Comprehensive loss for the year, used in the calculation of total basic earnings per share 
   
(248)  (794) 
    
(Profit) / loss for the year from discontinued operations used in the calculation of total basic 
earnings per share from discontinued operations 
   
   
(17)   415 
    
 Loss for the year used in the calculation of total basic earnings per share from continuing 
operations  
   
   
     
(265)  (379) 
      
    
Non-recurring items 105   207  
    
    
      
    
Adjusted loss for the year (160)  (172) 
      
    
Weighted average number of ordinary shares for the purpose of basic and adjusted loss per 
share 
304,733,333   302,050,000  
    
    
Earnings per share    
    
Continuing operations (0.08)  (0.13) 
      
    
Discontinued operations 0.01   (0.14) 
      
    
Adjusted for non-recurring items (0.05)  (0.06) 
 
 
An adjusted earnings per share is presented which excludes non-recurring items and therefore reflects the underlying business 
performance.  The dilutitive effect of all share options (note 5.2) is not disclosed the results for the year were a loss. 
  46 
 
10.  Property, plant and equipment 
 
Leasehold Improvements Plant and Fixtures and Motor
property to property machinery Fittings vehicles Total
£000 £000 £000 £000 £000 £000
Cost
At 1 January 2009 2,302 315 529 245 524 3,915 
Additions -  - 50  - 2 52 
Reclassification -  -  -  - (350) (350)
At 1 January 2010 2,302 315 579 245 176 3,617 
Acquisition of Subsidiary -  - 165 5 10 180 
Additions -  - 64 11 22 97 
At 31 December 2010 2,302 315 808 261 208 3,894 
Depreciation
At 1 January 2009 57 153 405 192 271 1,078 
Charge for year 18 33 35 8 25 119 
Eliminated on disposals -  -  -  - (196) (196)
At 1 January 2010 75 186 440 200 100 1,001 
Charge for year 18 23 34 6 18 99 
At 31 December 2010 93 209 474 206 118 1,100 
Carrying amount
At 31 December 2010 2,209 106 334 55 90 2,794 
At 31 December 2009 2,227 129 139 45 76 2,616 
 
      
The net book value of leasehold property is secured against a mortgage held with Barclays Bank plc.  All depreciation and 
impairment charges are included within administrative expenses in the Consolidated statement of comprehensive income.  47 
 
11. Intangibles 
 
Intellectual 
Patents Property Total
£000 £000 £000 £000
Cost
At 1 January 2010 -  -  -  - 
Acquisition of Subsidiary 25 957 752 1,734 
Additions - 36  - 36 
At 31 December 2010 25 993 752 1,770 
Depreciation
At 1 January 2010 -  -  -  - 
Charge for year - 16  - 16 
At 31 December 2010 - 16  - 16 
Carrying amount
At 31 December 2010 25 977 752 1,754 
At 31 December 2009 -  -  - 
Development 
costs
 
 
 
Current estimates of remaining useful economic lives of intangible assets are as follows: 
- Patents – indefinite 
- Development costs – 2 to 4 years 
- Intellectual property – 7 years 
 
Patent costs have been subject to an impairment review by determining the value in use of the relevant cash generating unit, 
based on cash flow projections for a 5 year period to 31 December 2010, discounted at 5%.  As the assessment demonstrates value 
in use to be well in excess of carrying value, no impairment loss has been identified and the calculations are not considered to be 
especially sensitive to changes in underlying assumptions.  48 
 
 
12. Goodwill 
 
   2010 
   £000 
At 1 January 2010   -  
Acquired through business 
combination 
  1,420  
     
At 31 December 2010   1,420 
     
    
At 31 December 2009   -  
     
    
 
During 2010 the Group acquired a further 25.7% for a cash consideration of £640,000 and further contingent consideration of 
£324,000 based upon a final agreed valuation is due in the form of share capital. These shares have not been issued at the year end 
and a shares to be issued reserve has been made for this element of the consideration. 
 
The recoverable amount of the goodwill has been determined from value in use calculations based on cash flow projections from 
formally approved budgets covering a five year period to 31 December 2015. Other major assumptions are as follows: 
Discount rate  5% 
Operating margin   30% 
Growth   12% 
Market share   22% 
Wage inflation  2% 49 
 
 
13. Acquisitions 
 
Acquisitions 2010
£000
Fair values
Property, plant & equipment 180 
Intangible assets - Development costs 982 
                                - Intellectual property 752 
Receivables 1,345 
Cash 194 
Payables (1,895)
Borrowings (5)
Deferred tax (203)
Total net assets 1,350 
Fair value of consideration 
Cash 640 
Contingently issuable ordinary shares 324 
Total consideration 964 
Fair value previously held interest in 
associate 1,252 
2,216 
Non-controlling interest 554 
2,770 
Goodwill 1,420 
 
 
 
    
 
On 29 November 2010, Eco City Vehicle plc acquired a further 25.7% shareholding in One80 Limited increasing its total 
shareholding to 59% in exchange for cash and shares in Eco City Vehicles Plc. The results of One80 Limited are accounted for as a 
subsidiary under the acquisition method of accounting from this date and are based on the proportion of Net Assets attributable to 
the non-controlling interest. 
 
The non-controlling interest is measured using the proportionate share of the identifiable net assets of One80 Limited. 
One80 Ltd derives an income from its licence fee from every taxi with a Rear Wheel Steering mechanism sold. The principal 
reason for this acquisition was to gain the full benefits from the licencing income from the Vito taxi. During the course of 2010 
One80 Ltd issued sales invoices to KPM for the licence fee due on sales made by KPM, which have been eliminated upon 
consolidation. 
A gain of £193,000 has arisen on the remeasurement of the previously held interest in One80 Limited to fair value (see note 
4). 
The consideration settled in shares is contingent on the value of One80 Limited as determined by an independent valuation 
being carried out under s.593 of the Companies Act (2006).  Shares in Eco City Vehicles plc will be issued at a price of 5p per 
ordinary share, hence a premium of 4p,  
The main factors leading to the recognition of goodwill are: 
 The presence of intangible assets, such as the workforce and the relationship with Mercedes-Benz, which do not 
qualify for separate recognition 
 The potential other applications that the technology could be applied to  50 
 
 The cost savings which result in the Group being prepared to pay a premium 
 
 
14. Investments 
 
Investment in associates 
  
2010 2009 
   
£000 £000 
     At 1 January 2010 
  
1,070  1,110  
- Additions 
  
964   -  
- Eliminated on Acquisition of Subsidiary (2,019)  -  
- Share of loss in associate 
  
(15) (40) 
   
    
   
 -  1,070  
   
    
 
On 29 November the Group increased its investment in One80 Limited to 59% in exchange for cash and shares in ECV Plc. The 
Group’s share of results to this date have been credited to investments. From this date One80 limited is accounted for as a 
subsidiary under the acquisition method of accounting and the investment is reduced to £nil.  
 
A gain of £193,000 has arisen on the remeasurement of the previously held interest in One80 Limited to fair value (see note 4) 
Revenue and profit for the subsidiary company since the date of acquisition are set out below:  
 
   
2010 2009 
   
£000 £000 
Revenue 
  
333   -  
Profit/(Loss) 
  
(4)  -  
Minority Interest 
  
(2)  -  
     Profit/(Loss) attributable to the 
Group 
  
(2)  -  
   
    
 
Had the subsidiary been acquired at the start of the accounting period, the Group revenue and profit would be as follows: 
   2010 2009 
   £000 £000 
Revenue   28,601   -  
Profit/(Loss) before taxation   (287)  -  
       
 
15.  Inventories 
Inventories recognised in the statement of financial position can be analysed as follows:  
 
 2010  2009 
 £000  £000 
    
Raw materials 248   308  
Consignment stock 2,600   1,559  
Finished goods and goods for resale 1,041   822  
      
    
 3,889   2,689  
       51 
 
 
 
Finance for deposits on consignment stock are secured against the relevant assets concerned.  Consignment stock has increased in 
the year due to Mercedes-Benz now funding the full value of the Vito Taxi, including costs of conversion. 
The amount of inventories recognised as an expense during the year was £20,337,000 (2009 - £20,473,000). 
Raw materials, which includes vehicles parts, is stated after provision for obsolescence of £12,000 (2009 - £35,000). Finished goods, 
which includes demonstrator and used vehicles, is stated at its fair value less costs to sell, which includes a write-down for slow 
moving vehicles.  The cost of inventories recognised as an expense includes £17,000 (2009 - £41,000) in respect of write-downs of 
inventory to net realisable value, and has been reversed by £41,000 (2009 - £289,000) in respect of the reversal of such write-
downs.  Previous write-downs have been reversed as a result of increased sales prices and shorter stock days on certain units. 
  
The Directors consider that the carrying value of the inventories are stated at the lower of cost and net realisable value. 
 
 
16.  Trade and other receivables 
 
 2010  2009 
 £000  £000 
    
Trade receivables 1,618   1,559  
Other receivables 478   569  
Prepayments and accrued income 673   258  
      
    
 2,769   2,386  
      
  
At 31 December 2010 trade receivables of £245,000 (2009: £171,000) were past due but not impaired. They relate to customers 
with no default history. The ageing analysis of these receivables is as follows: 
 
            
 2010 2009
£000 £000
Up to 3 months 65 36 
3 to 6 months 96 84 
6 to 12 months 84 51 
245 171 
 
 
          The Directors consider that the carrying amount of trade and other receivables approximates to their fair value. Included in trade 
receivables above are provisions for impairment of receivables as shown in the table below. All receivables are due within the next 
12 months. 
 
 2010  2009 
 £000  £000 
Provision at start of year 65   19  
New provisions 17   46  
Reversal of previous provisions (31)   -  
Provision at end of year 51   65  
      
    
Movement in provision (14)  46  
      
    
 
 The Group has no significant concentration of credit risk, with exposure spread over a large number of customers. 
  52 
 
 
 
17.  Cash and cash equivalents 
 
 2010  2009 
 £000  £000 
    
Cash and cash equivalents 115   256  
      
 
18.  Trade and other payables 
 
 
2010 
 
2009 
 
£000 
 
£000 
    Trade payables 3,041  
 
2,202  
Consignment Creditor 2,600  
 
1,559  
Other taxation and social security 299  
 
456  
Other payables 273  
 
1,030  
Accrued expenses and deferred income 943  
 
521  
 
  
 
  
    
 
7,156  
 
5,768  
 
  
 
  
 
 
The average credit period taken for trade purchases is 69 days (2009: 46 days). 
 
The consignment creditor represents motor vehicle consignment stock liabilities. 
 
Included in other payables is a warranty provision of £95,000 (2009: £nil). 
 
The Directors consider that the carrying value of trade and other payables approximates to their fair value. All trade and other 
payables are payable within the next 12 months. 
 
 
19.  Borrowings  
 
 
2010 
 
2009 
 
£000 
 
£000 
    Current portion of long term borrowings 
   Mortgages 208  
 
1,881  
Obligations under finance leases 316  
 
151  
Loans 170  
 
 -  
Overdraft 50  
 
625  
 
  
 
  
    Total 744 
 
2,657  
 
  
 
  
    
    Non-current long term borrowings 
   Mortgages 1,523  
 
 -  
Obligations under finance leases 17  
 
21  
Loans 680  
 
 -  
 
  
 
  
    Total 2,220  
 
21  
 
  
 
  
      53 
 
 
 
In June 2010 the Group received funding from KPM-UK Taxis Plc discretionary pension fund of £0.85m which has been utilised to 
repay the overdraft with HBOS.  This loan is repayable annually in arrears over a 5 year term and carries a fixed interest rate of 5%. 
This loan is secured by a first fixed and floating charge over the assets of the Group excluding the leasehold property  
 
The Group has a derivative in place to manage the interest rate risk on long term borrowings. An analysis of this is included under 
note 20. 
Mortgages are secured against the production facility in Coventry.  The first three years are interest only and full repayment 
will be made over the following twelve years.  During the year, the Group renegotiated its mortgage facility with Barclays 
following revised covenants being agreed in line with expected future trading and waiver of previous non-compliance with the 
terms of the facility, which in the current financial market, have resulted in higher interest rate margins. 
 
During the year ended 31
st
 December 2010 the Group was within its banking covenant limits. 
  
 
20.  Financial instruments – Risk management 
 
The Group's financial instruments comprise an interest rate swap, mortgages, cash and cash equivalents and various other items 
such as trade receivables, other receivables and payables that arise directly from its operations. The main purpose of these financial 
instruments is to provide finance for the Group’s operations. The assets and liabilities that comprise the financial instruments of the 
Group are as follows:    
     
2010 
 
2009 
     
£000 
 
£000 
Financial assets categorised as loans and 
receivables 
     receivables 
       Trade receivables 
    
1,618  
 
1,559  
Other receivables 
    
478  
 
569  
Cash and cash equivalents 
    
115  
 
256  
     
  
 
  
        
     
2,211  
 
2,384  
     
  
 
  
        Financial liabilities measured at amortised cost 
      Trade payables 
    
3,041  
 
2,202  
Consignment creditor 
    
2,600 
 
1,559 
Other payables 
    
18  
 
836  
Accruals 
    
943  
 
521  
Mortgages 
    
1,731  
 
1,881  
Loans 
    
850  
 
 -  
Finance leases 
    
333  
 
172  
     
  
 
  
        
     
9,516  
 
7,171  
     
  
 
  
        Financial liabilities measured at fair value 
      Held for trading 
    
255  
 
194  
     
  
 
  
        
     
255  
 
194  
     
  
 
  
 
The main risks arising from Group’s financial instruments are credit risk, interest rate risk and liquidity risk. The Board reviews and 
agrees policies for managing these risks and they are summarised below. These policies have remained unchanged throughout the 
financial period.  54 
 
 
Fair value of financial instruments 
The fair value hierarchy groups financial assets and liabilities into three levels based on the significance of inputs used in measuring 
the fair value of the financial assets and liabilities. The fair value hierarchy has the following levels: 
- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities; 
- Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as 
prices) or indirectly (i.e. derived from prices); and 
- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). 
The level within which the financial asset or liability is classified is determined based on the lowest level of significant input to the 
fair value measurement.  The Group has an interest rate swap measured at fair value of £255,000 (2009: £194,000) classed under 
level 3 fair value measurements, which incorporate valuation techniques based on significant inputs that are not based on 
observable market data.   
Credit risk 
The Group’s exposure to credit risk is limited to the carrying values of financial assets recognised at the balance sheet date, as 
summarised below: 
     2010  2009 
     £000  £000 
        
Classes of financial assets - carrying amount       
Cash and cash equivalents     115   256  
Trade and other receivables     2,096   2,128  
          
        
     2,211   2,384  
          
 
The maximum exposure to credit risk in relation to trade receivables is equivalent to the period end balance.  It is the Group’s policy 
to assess the credit risk of its customers.  The Group closely monitors the credit worthiness of customers and other counterparties, 
and will require an advance payment if necessary.  The Group will terminate business with a poor credit history. 
The directors consider that all the above financial assets that are not impaired for each of the reporting dates under review are of 
good credit quality, based on financial information and past trading history, including those that are past due. 
The Group is not exposed to any significant credit risk exposure to any single counterparty or Group of counterparties having similar 
characteristics.  The credit risk for cash and cash equivalents is considered negligible since the counterparties are reputable banks 
with high quality external credit ratings. 
 
 
 
 
 
 
 
 
 
 
 
 
 
  55 
 
 
 
 
Liquidity risk 
The Group's objective is to maintain a balance between continuity of funding and flexibility through cash pooling and shareholder 
funding. The Group monitors its liquidity risk on an ongoing basis by undertaking rigorous cash flow forecasting procedures. 
As at 31 December 2010, the Group’s financial liabilities have contracted maturities, which are summarised below:   
Liquidity Risk - 2010 
         
 
Current 
 
Non-Current 
 
Within 
 
6 to 12 
 
1 to 2 
 
2 to 5 
 
Later Than 
 
6 Months 
 
Months 
 
Years 
 
Years 
 
5 Years 
 
£000 
 
£000 
 
£000 
 
£000 
 
£000 
          Obligations under finance leases 135  
 
181  
 
17  
 
 -  
 
 -  
Mortgages 104  
 
104  
 
208  
 
624  
 
1,456  
Loans 196  
 
 -  
 
196 
 
588  
 
 -  
Trade payables 3,041  
 
 -  
 
 -  
 
 -  
 
 -  
Fair value through profit and loss 39  
 
38  
 
37  
 
62  
 
54  
 
  
 
  
 
  
 
  
 
  
          
 
3,515  
 
323  
 
458 
 
1,274  
 
1,510  
 
  
 
  
 
  
 
  
 
  
 
This compares to the maturity of the Group’s financial liabilities in the previous reporting periods as follows:  
 
Liquidity Risk - 2009          
 Current  Non-Current 
 Within  6 to 12  1 to 2  2 to 5  Later Than 
 6 Months  Months  Years  Years  5 Years 
 £000  £000  £000  £000  £000 
          
Obligations under finance leases 58   93   21    -    -  
Mortgages 1,881    -    -    -    -  
Trade payables 3,761    -    -    -    -  
Fair value through profit and loss 43   41   78   70   60  
               
          
 5,743   134   99   70  60  
               
 
Interest rate risk 
The Group finances itself by making use of overdraft and mortgage facilities, as well as using its own cash balances which comprise 
cash and short-term deposits.  The Group monitors its use of these facilities through cash flow forecasting to ensure the exposure 
to interest rate risk is kept to a minimum. 
The Group has a derivative in place to manage the interest rate risk on long term borrowings.  The derivative replaces the Barclays 
bank variable base rate with a rate of 5.12%, fixed until 23 January 2023.  An analysis of the derivative contracts at 31 December 
2009 is shown in the table below.  Fair value has been calculated by discounting market forecasts of future interest rates.  The loss 
has been reflected in the accounts.  56 
 
 
       Notional 
principal 
amount 
  
     Fixed 
Interest 
rate 
  
Fair value 
       
       £000  £000 
          
Maturity date 24 January 2023     5.12   1,884   255  
             
          
 
The carrying value of all other financial instruments approximates to their fair value. 
 
Interest rate sensitivity analysis 
The sensitivity analysis below have been determined based on the exposure to interest rates for both derivatives and non-
derivative instruments at the end of the reporting period.  A 100 basis point increase or decrease is used when reporting interest 
rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in 
interest rates.  If interest rates had been 100 basis points higher or lower and all other variables were held constant, the Group’s 
profit for year ended 31 December 2010 would increase/decrease by £49,000 (2009: £28,000). 
 
21.  Deferred taxation 
Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 27% (2009: 28%). The 
movement on the deferred tax accounts is shown below: 
 
     
2010 
 
2009 
     
£000 
 
£000 
        Balance at the start of the year 
    
 -  
 
14  
Income statement (credit)/charge 
    
 -  
 
(14) 
Arising on business combination     203  - 
     
  
 
  
        Balance at the end of the year 
    
203  
 
 -  
     
  
 
  
        Details of the deferred tax liability are as 
follows: 
      follows: 
       Accelerated capital allowances 
    
 -  
 
 -  
Business combination     203  - 
     
  
 
  
 
At the period end deferred tax assets of £799,000 (2009: £706,000) were not recognised due to uncertainty over the timing of 
future profits.  57 
 
 
22.  Share capital  
 
     2010  2009 
     £000  £000 
        
Authorised        
600,000,000 (2009 - 600,000,000) Ordinary shares of 1p each  6,000   6,000  
          
        
     6,000   6,000  
          
        
Alloted, called up and fully paid        
334,250,200 (2009 - 302,050,200) ordinary shares of 1p each  3,343   3,021  
          
        
     3,343   3,021  
          
 
On 16 November 2010 a further 32,200,000 ordinary shares of 1p each were issued at a premium of 3.75p through a placing. 
 
 
23.  Key Staff Remuneration   
 
     2010  2009 
     £000  £000 
Key Staff - Directors of parent 
company 
       
Non-executive directors        
Salaries     545   454 
Benefits     63  62  
Share based payments     8   - 
     616  516  
          
        
Key Staff - Directors of subsidiary companies       
        
Salaries     140   128  
Benefits     14   3  
Share based payments     6   5  
          
     160   136  
          
 
The Group considers the directors of the subsidiary company KPM-UK Taxis Plc to be key personnel, due to their knowledge of the 
industry. 
  their e  58 
 
xpertise with the products. 
24.  Leases 
Finance leases  
Future minimum finance payments at the end of each reporting period under review were as follows:  
 
 Minimum lease payments due 
 
Within 1 
year 
 
1 to 5 
years 
 Total 
 £000  £000  £000 
2010      
Lease payments 312   18   330  
Interest (2)  (1)  (3) 
         
Net present value 310   17   327  
         
      
2009      
Lease payments 153   24   177  
Interest (2)  (3)  (5) 
         
Net present value 151   21   172  
         
  
The present value of future lease payments is analysed between current and non-current liabilities in Note 20. 
 
Additionally, the Group’s property at Coventry is sublet to two tenants under five year leases, for which the future minimum rental 
income is as follows:  
 
 Minimum rental income due 
 
Within 1 
year 
 
1 to 5 
years 
 Total 
 £000  £000  £000 
2010      
Rental income 220   293   513  
      
2009      
Rental income 220   513   733  
 
Operating leases 
The Group has operating leases on all its properties. The terms of the property leases vary although they all tend to be tenant 
repairing with rent reviews every three and five years and many have break clauses. The totals of future minimum lease payments 
are due as follows:  
 
       2010  2009 
       £000  £000 
          
Not later than one year       405   391  
Later than one year and not later than five years    1,619   1,563  
Later than five years       2,961   2,521  
            
          
       4,985   4,475  
            
  59 
 
25. Cash flow adjustments and changes in working capital 
The following non-cash flow adjustments and adjustments for changes in working capital have been made to profit before tax to 
arrive at operating cash flow:  
     
2010 
 
2009 
     
£000 
 
£000 
Adjustments: 
       Loss attributable to associate 
company 
    
15  
 
40  
Finance costs 
    
346  
 
345  
Finance Income 
    
(1) 
 
(127) 
Depreciation 
    
99  
 
119  
Amortisation 
    
16  
 
- 
Gain arising on obtaining a 
controlling interest in associate 
    (193)  - 
Share based payments 
    
21  
 
14  
     
  
 
  
        Total adjustments 
    
303  
 
391  
     
  
 
  
        Net changes in working capital: 
       Increase in trade and other 
receivables 
    
962  
 
(238) 
Decrease in trade and other 
payables 
    
(532) 
 
(129) 
Decrease/(increase) in inventories 
    
(1,200) 
 
1,853  
     
  
 
  
        Total changes in working capital 
    
(770) 
 
1,486  
         
 
26.  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. 
 
During the year, rent of £202,000 (2009: £202,000) was charged by KPM-UK Taxis Plc Discretionary Pension Scheme of which 
directors P.H. DaCosta, M.Troullis and K.L. Marder are the beneficiaries.  The rentals are established at an arms length basis.  At 
year end there was a balance owed to KPM-UK Taxis Discretionary Pension Scheme was £123,000 (2009:£49,000).  During the year 
the Group also received a loan of £850,000 which is repayable over 5 years, with a fixed interest rate of 5%. 
 
During the year the Group made arm length transactions with Penso City Vehicles Limited, a company in which J. Thurston-Thorpe 
is a director.  Sales during the period amounted to £4,000, purchases during the period amounted to £4,592,000 and the year end 
net balance owed to Penso City Vehicles Limited is £71,000.  These amounts are included within the Consolidated statement of 
financial position. 
 
During the year the Group made arm length transactions with Penso Holdings Limited, a company in which J. Thurston-Thorpe is a 
director.  Purchases during the period amounted to £129,000 and the year end net balance owed by Penso Holdings Limited is 
£107,000.  These amounts are included within the Consolidated statement of financial position. 
 
During the year the Group made arm length transactions with Penso Electronics Limited, a company in which J. Thurston-Thorpe is 
a director.  Purchases during the period amounted to £4,000 and the year end net balance owed to Penso Electronics Limited is 
£2,000.  These amounts are included within the Consolidated statement of financial position. 
  60 
 
During the year the Group made arm length transactions with Penso Consulting Limited, a company in which J. Thurston-Thorpe is a 
director.  Purchases during the period amounted to £636,000 and the year end net balance owed to Penso Consulting Limited is 
£77,000.  These amounts are included within the Consolidated statement of financial position. 
 
During the year the Group made arm length transactions with Global Meter Systems Limited, a company in which three of the 
directors are shareholders.  Sales during the period amounted to £76,000 (2009: £68,000), purchases during the period amounted 
to £228,000 (2009: £222,000) and the year end net balance owed to Global Meter Systems Limited is £346,000 (2009: £246,000).  
These amounts are included within the Consolidated statement of financial position. 
 
During the year the Group made arm length transactions with Cabvision Limited, a company in which Peter DaCosta is a director.  
Sales during the period amounted to £1,000 (2009: £197,000) and purchases during the period amounted to £Nil (2009: £56,000). 
 
KPM-UK Taxis plc previously assisted Cabvision Limited, a company in which Peter DaCosta is a director to fund its legal case 
which was subsequently lost and therefore may have an s.51 liability for the other side’s costs which are expected to be circa 
£1.1m should the PI claim not be successful. A standstill agreement has been entered into by all parties whilst Cabvision 
Limited pursues a PI claim against their lawyer and barrister who ran the case. The advice gained provides a good chance of 
success and K. Marder, P. DaCosta and M. Troullis have personally indemnified the Group against any liability for further costs. 
 
During the year, loans have been made to/ (from) the following connected parties at an arms length basis:  
   
 
 P.DaCosta  M.Troullis  K.Marder  A.Emilianou  S.McCarthy   
 Director  Director  Director  Manager  Manager  Total 
 £000  £000  £000  £000  £000  £000 
Loans to/(from) connected 
parties 
           
At 1 January 2009 27   2   3   3    -   35  
Maximum during the year (170)  (300)  (100)  (3)   -   (573) 
                  
            
At 1 January 2010 (150)  (300)  (62)   -    -   (512) 
                  
            
Maximum during the year (150)  (300)  (71)  8   2   (511) 
                  
            
At 31 December 2010 (35)   -   (71)   -    -   (106) 
                  
 
 
 
27.  Notes supporting cash flow statement  
 
     2010  2009 
     £000  £000 
        
Cash available on demand     115   256  
Overdraft     (50)  (625) 
        
     65   (369) 
          
 
There were no significant non-cash transactions, which would be classified as a financing activity, for the assets acquired under the 
finance leases. 
 
28.  Capital commitments  
The Group had no capital commitments at 31 December 2010 (2009: £nil).  61 
 
 
29.  Contingent assets and liabilities 
Cabvision Limited, a related party, has an ongoing VAT claim with HMRC. The VAT claim amounts to approximately £2.8m and is 
assigned to KPM UK Taxis Plc to repay loans made by the Group previously written off. 
 
There are no material contingent liabilities at 31 December 2010 or 31 December 2009. 
 
30. Discontinued operations 
During 2009 management decided to discontinue the in-taxi advertising business, Transmedia Ltd.  The decision was taken in line 
with the Group’s strategy to focus on its core business of vehicle development and distribution and consequently, assets and 
liabilities allocated to Transmedia Ltd were classified as a discontinued business.  Revenue and expenses, gains and losses relating 
to the discontinuation of this company have been eliminated from profit or loss from the Group’s continuing operations and are 
shown as a single line on the face of the Consolidated statement of comprehensive income (see ‘loss for the year from discontinued 
operations’).  Whilst the trading of Transmedia Ltd ceased in 2009, the current period includes some income and expenditure 
relating to advertising campaigns that concluded in 2010.  The operating profit for the year can be summarised as follows: 
 
     2010  2009 
     £000  £000 
        
Revenue     27   275  
Cost of sales     16   (525) 
Administrative expenses     (27)  (165) 
Other operating income     1   - 
          
Profit/(loss) from discontinued operations before tax  17   (415)  
Taxation      -    -  
        
Profit/(loss) for year     17   (415) 
          
  62 
 
 
Independent auditor's report to the members of Eco City Vehicles plc 
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
We have audited the parent company financial statements of Eco City Vehicles Plc for the year ended 31 
December 2010 which comprise the parent company balance sheet and the related notes.  The financial reporting 
framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards 
(United Kingdom Generally Accepted Accounting Practice).  
 
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the 
Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members 
those matters we are required to state to them in 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 members as a body, for our audit work, for this report, or for the opinions we have formed. 
 
Respective responsibilities of directors and auditors 
 
As explained more fully in the statement of directors’ responsibilities, the directors are responsible for the 
preparation of the parent company financial statements and for being satisfied that they give a true and fair view. 
Our responsibility is to audit and express an opinion on the parent company financial statements in accordance 
with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to 
comply with the Auditing Practices Board’s (APB’s) Ethical Standards for Auditors.  
 
Scope of the audit of the financial statements 
 
A description of the scope of an audit of financial statements is provided on the APB’s website at 
www.frc.org.uk/apb/scope/private.cfm.   
 
Opinion on financial statements 
 
In our opinion the parent company financial statements:  
 
 give a true and fair view of the state of the company’s affairs as at 31 December 2010 and of  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. 
 
Opinion on other matters prescribed by the Companies Act 2006 
 
In our opinion: 
 
 the information given in the directors’ report for the financial year  for which the financial 
 statements are prepared is consistent with the parent company financial statements.  
 
Matters on which we are required to report by exception 
 
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report 
to you if, in our opinion; 
  63 
 
 adequate accounting records have not been kept by the parent company, or returns adequate for 
 our audit have not been received from branches not visited by us; or 
 
 the parent company financial statements and the part of the directors’ remuneration report to be 
 audited are not in agreement with the accounting records and returns; or 
 
 certain disclosures of directors’ remuneration specified by law are not made; or 
 
 we have not received all the information and explanations we require for our audit. 
 
Other matter 
 
We have reported separately on the Group financial statements of Eco City Vehicles Plc for the year  ended 31 
December 2010 .  
 
 
 
Malcolm Thixton (senior statutory auditor) 
For and on behalf of BDO LLP, statutory auditor 
Southampton 
United Kingdom 
Date 
 
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127). 
  64 
 
 
 
eco city vehicles plc  
Parent Company Balance Sheet 
As at 31 December 2010 
   
 
   2010  2009 
 Notes  £'000  £'000 
     Restated 
Fixed assets      
Tangible assets 2  2,207   2,225  
Investments 3  2, 354   2,782  
        
      
   4,561   5,007  
      
Current assets      
Debtors  4  4,386   4,343 
Cash at bank and in hand   12   -  
        
      
   4,398   4,343  
Current liabilities      
Creditors: amounts falling due within one year 5  (3,460)  (3,419) 
        
      
Net current assets   938  924  
      
        
Total assets less current liabilities   5,499   5,931  
        
      
      
Non-current liabilities      
Creditors: amounts falling due after one year 5  (2,203)  - 
        
      
Net Assets   3,296  5,931  
        
      
      
Capital and reserves      
Called up share capital 7  3,343   3,021  
Shares to be issued 8  324  - 
Share premium 8  2,796   1,922  
Share based payment reserve 8  52   31  
Profit and loss account 8  (3,219)  957  
        
      
Shareholders' funds 9  3,296   5,931  
        
      
 
 
The financial statements were approved and authorised for issue by the Board on 1 July 2011. 
 
 
David Trendle Peter DaCosta 
Finance Director Chief Executive Officer 
 
  65 
 
Notes to the Parent Company Financial Statements 
 
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:  
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 £4,176,000 (2009: £274,000). 
 
Tangible fixed assets and depreciation 
All fixed assets are initially recorded at cost. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates 
calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows: 
 
Leasehold property - over the term of the lease 
 
Fixed asset Investments  
All investments are included at cost, less any provision for impairment.  
Operating lease agreements 
Rentals applicable to operating leases where substantially all the benefits and risks of the ownership remain with the lessor are 
charged against profits on a straight line basis over the period of the lease. 
 
The company as a lessor 
Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease.  Any initial direct 
costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised 
on a straight-line basis over the lease term. 
 
Financial instruments 
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. 
An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial 
liabilities. 
 
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, 
those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance 
costs and gains and losses relating to financial liabilities are included in the Statement of recognised gains and losses. Finance costs 
are calculated so as to produce a constant rate of return on the outstanding liability. 
 
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed 
as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. 
 
Share based payments 
 
The company issues equity settled share-based payments to employees. Equity-settled share payments are measured at fair value 
(excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of 
the equity-settled share based payments is expensed on a straight line basis over the vesting period, based on the Group’s estimate 
of shares that is eventually vest and adjusted for the effect of non market-based vesting conditions.  
 
Upon exercise of share options the proceeds received net of attributable transaction costs are credited to share capital and, where 
appropriate, share premium.  66 
 
 
Deferred taxation 
Deferred tax is provided in full in respect of taxation deferred by material timing differences between the treatment of certain 
items for taxation and accounting purposes. Recognition of a deferred tax asset is limited to the extent that the company 
anticipates making sufficient taxable profits in the future to absorb the reversal of the underlying timing differences. The deferred 
tax balance has not been discounted. 
 
Debtors and creditors 
The Group balance sheet has been restated to reflect net inter-company balances of £3,520,000 in 2009 being capable of being 
called in on demand. There is no impact of this restatement on net assets or profits. 
 
2.  Tangible fixed assets 
 
         Long 
         Leasehold 
         property 
         £000 
Cost          
          
At 1 January 2010         2,261  
          
Additions          -  
           
          
At 31 December 2010         2,261  
           
          
Depreciation          
          
At 1 January 2010         36  
          
Charge for year         18  
           
          
At 31 December 2010         54  
           
          
Carrying amount          
          
At 31 December 2010         2,207  
           
          
At 31 December 2009         2,225  
           
          
 
3.  Investments 
Investment in
subsidiary
undertakings
Cost £000
At 1 January 2010 2,782 
Additions 2,163 
At 31 December 2010 4,945 
Depreciation
At 1 January 2010 - 
Impairment for year 2,591 
At 31 December 2010 2,591 
Carrying amount
At 31 December 2010 2,354 
At 31 December 2009 2,782 
 
  67 
 
     
 
Following an impairment review it is the opinion of the Directors, the aggregate value of the Company’s investment in subsidiary 
undertakings is not less than the amount included in the balance sheet. 
 
Holdings of more than 20% 
The company holds more than 20% of the share capital of the following companies:  
 
Name of Company Proportion Held Class of 
shareholding 
 Nature of Business 
Subsidiary undertakings     
KPM Autos Limited 100% Ordinary  Intermediate holding company 
UK Taxi (Agency) Limited 100% Ordinary * Dormant 
UK Taxi Services Limited 100% Ordinary * Dormant 
KPM-UK Taxis Plc 100% Ordinary * Taxi cab dealer 
KPM-UK Knowledge School Limited 100% Ordinary * Dormant 
KPM Taxi Advertising Direct Limited 100% Ordinary * Dormant 
Cabline Limited 100% Ordinary * Dormant 
Transmedia Limited trading as Cabvision 100% Ordinary * Digital advertising in taxis 
Modec (City) Limited 100% Ordinary * Dormant 
London Taxi Auctions Limited 100% Ordinary * Dormant 
Pannal Limited 100% Ordinary * Dormant 
KPM-UK Finance Limited 100% Ordinary * Dormant 
Eco City Vehicles UK Limited 100% Ordinary  Eco friendly vehicles 
one80 Limited 59% Ordinary  Vehicle engineering 
* Held indirectly 
 
 
4.  Debtors 
 
 2010  2009 
 £000  £000 
   Restated 
    
Trade Debtors 62   57  
Other debtors 50    -  
Amounts owed by Group undertakings 4,250  4,249 
Prepayments and accrued income 24   37  
      
    
 4,386   4,343  
      
 
All debtors are due within one year. 68 
 
5.  Creditors  
 
2010 2009
£000 £000
Restated
Current portion of creditors
Trade creditors 135 53 
Other taxation and social security 86  - 
Amounts owed to group undertakings 2,493 729 
Overdraft - 625 
Mortgage 208 1,881 
Loans 170  - 
Other payables 323  - 
Accruals and deferred income 369 131 
3,784 3,419 
Non-current portion of creditors
Mortgage 1,523  - 
Loans 680  - 
2,203  - 
 
 
 
 
The repayment of the capital element of these loans are repayable in the following timescale:  
 
 
2010          
 Current  Non-Current 
 Within  6 to 12  1 to 2  2 to 5  Later Than 
 6 Months  Months  Years  Years  5 Years 
 £000  £000  £000  £000  £000 
          
Mortgages 104   104   208   624   691  
Loans 170    -   170   510    -  
               
          
 274   104   378   1,134   691  
               
 
In June 2010 the Group received funding from KPM-UK Taxis Plc discretionary pension fund of £0.85m which has been utilised to 
repay the overdraft with HBOS.  This loan is repayable annually in arrears over a 5 year term and carries a fixed interest rate of 5%.  
The loans from KPM-UK Taxis plc discretionary pension scheme is secured by way of a first fixed and floating charge over all Group 
assets, except for the Leasehold property, and a cross guarantee between the company, KPM Autos and KPM-UK Taxis Plc. 
 
6.  Financial instruments 
The company has entered into an interest rate swap agreement, which fixes the interest on the mortgage over the Coventry 
property at 5.12%.  This agreement matures in 2023, and at 31 December 2010 the fair value of the liability was £255,000 (2009: 
£194,000).  69 
 
 
7.  Share capital  
 
     2010  2009 
     £000  £000 
        
Alloted, called up and fully paid        
334,250,200 ordinary shares of 1p each     3,343   3,021  
          
 
On 16 November 2010 a further 32,200,000 ordinary shares of 1p each were issued at a premium of 3.75p through a placing. 
 
The company has established a share option scheme that entitles key management and senior employees to purchase shares in the 
entity.   
 
The company has established a scheme under the Enterprise Management Incentive (EMI) code (set out in Schedule 5 to the 
Income Tax (Earnings and Pensions) Act 2003). The options granted under EMI scheme may be exercised between three and ten 
years of the anniversary of the date of the grant, with all existing share options vesting between October 2010 and July 2020.  
 
Qualifying employees are invited to apply for the grant of a contingent right to acquire shares under the plan. Subject to the rules of 
the Plan, options will enable employees to receive a number of eco city vehicles plc ordinary shares three years after the Option is 
granted, subject to meeting any performance targets set by the Remuneration Committee. 
 
The company has also granted share options to two directors under the unapproved scheme. Those granted under unapproved 
scheme may be exercised between three and ten years of the anniversary of the date of the grant, with all existing share options 
vesting between in October 2010 and July 2020. 
 
The number and weighted average exercise price of the Group’s entire share options are as follows:  
 
    
Weighted 
average 
exercise price 
 
Number of 
options 
     2010  2010 
Outstanding at the beginning of the year     £0.05   4,605,000  
Granted during the year     £0.05   5,944,219  
Forfeited during the year     £0.05   750,000  
          
        
Outstanding at the end of the year     £0.05   9,799,219  
          
                
    
Weighted 
average 
exercise price 
 
Number of 
options 
     2009  2009 
Outstanding at the beginning of the year     £0.05   4,605,000  
Granted during the year     -  - 
Forfeited during the year      -    -  
          
        
Outstanding at the end of the year     £0.05   4,605,000  
          
         
The fair value of services received in return for share options granted are measured by reference to the fair value of share options 
granted. The estimate of the fair value of the services is measured on a Black-Scholes model in respect of the schemes using set 
assumptions Set out below: 
 
  70 
 
 
     2010  2009 
Fair value of share options and assumptions       
Fair value at grant date     £0.05   £0.05  
Share price at grant date     £0.05   £0.05  
Average exercise price     £0.05   £0.05  
Expected volatility (based on the beta factor of the market)  40%  40% 
Option life     5 years  3 years 
Expected dividend yield     0%  0% 
Risk-free interest rate     5%  5% 
 
  
8.  Statement of movement on reserves 
 
Share based Share Retained Shares to
payment reserve premium earnings be issued
£000 £000 £000 £000
At 1 January 2009 17 1,922 1,231  - 
Loss for the year -  - (274) - 
Share based payment 14  -  -  - 
At 31 December 2009 31 1,922 957  - 
Loss for the year -  - (501) - 
Share issue - 873  -  - 
Shares to be an issued -  -  - 324 
Share based payment 21  -  -  - 
At 31 December 2010 52 2,795 456 324 
 
 
Expenses relating to the issue of shares in 2010 totalling £323,000 have been deducted from the share premium account. 
 
9.  Reconciliation of movement in shareholders’ funds   
 
     2010  2009 
     £000  £000 
        
Loss for the year     (4,176)  (274) 
Share based payment     21   14  
Shares to be issued     324  -  
Proceeds from share issue (net of issue 
costs) 
    1,196    -  
          
        
Net addition to shareholders' funds     (2,635)  (260) 
Opening shareholders' funds     5,931   6,191  
          
        
     3,296   5,931  
          
 
 
10.  Employees and employment cost 
Employees 
There were no employees apart from the directors.  Their remuneration is disclosed in note 6 of the Group accounts   
  71 
 
 
11.  Capital commitments  
The Company had no capital commitments at 31 December 2010 or 31 December 2009. 
 
12.  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. 
 
During the year the Group made arm length transactions with Penso Holdings Limited, a company in which J. Thurston-Thorpe is a 
director.  Sales during the period amounted to £129,000, and the year end net balance owed by Penso Holdings Limited is 
£107,000.  
 
During the year the Group made arm length transactions with Penso Consulting Limited, a company in which J. Thurston-Thorpe is a 
director.  Purchases during the period amounted to £18,000, and the year end net balance owed to Penso Consulting Limited is 
£Nil. 
  
During the year the Group made arm length transactions with One80 Limited, a company in which J. Thurston-Thorpe is a director.  
Sales during the period amounted to £129,000, and the year end net balance owed by One80 Limited is £287,000. 
 
During the year the company made received a loan from KPM-UK Taxis Plc Discretionary Pension Fund, of which P.DaCosta, 
M.Troullis & K.Marder are beneficiaries.  The loan was for £850,000 and is repayable over 5 years, with a fixed interest rate of 5%. 
 
13.  Contingent liabilities 
There are no material contingent liabilities at 31 December 2010 or 31 December 2009. 
  72 
 
 
NOTICE OF ANNUAL GENERAL MEETING OF ECO CITY VEHICLES PLC 
 
NOTICE IS HEREBY GIVEN that the Annual General Meeting of Eco City Vehicles Plc will be 
held at Hemming House, Hemming Street, London E1 5BL on 25 July 2011 at 11.00 am. You 
will be asked to consider and vote on the resolutions below. Resolutions 1 to 7 will be 
proposed as ordinary resolutions and resolution 8 will be proposed as a special resolution. 
 
ORDINARY RESOLUTIONS  
1. Report and accounts 
That the Accounts for the financial year ended 31 December 2010 together with the reports 
of the directors and auditors be received. 
2. Re-election of a director 
That John Swingewood, who retires by rotation, be re-elected as a director of the Company.  
3. Re-election of a director 
That Jeremy Fenn, who retires by rotation, be re-elected as a director of the Company. 
4. Re-election of a director 
That Peter DaCosta, who retires by rotation, be re-elected as a director of the Company.  
5. Election of a director 
That Roger Phillips be elected a director of the Company.  
6. Re-appointment of auditors 
That BDO UK LLP be appointed as auditors to the Company to hold office until the conclusion 
of the next annual general meeting and that the directors are authorised to fix the 
remuneration of the auditors. 
7. Directors authority to allot shares 
That, the directors be and they are generally and unconditionally authorised for the purposes 
of section 551 of the Companies Act 2006 (Act) to exercise all the powers of the Company to 
allot relevant securities (as defined below):  73 
 
7.1 comprising equity securities (as defined in Section 560 of the Act) up to an aggregate 
nominal amount of £2,228,334 (such amount to be reduced by the nominal amount of 
any Relevant Securities allotted under paragraph 7.2 below in excess of 1,114,167) in 
connection with an offer by way of a rights issue to holders of ordinary shares in 
proportion (as nearly as may be practicable) to their respective holdings, but subject to 
such exclusions or other arrangements as the Board may deem necessary or expedient 
in relation to fractional entitlements, record dates, legal or practical problems in or 
under the laws of any territory or the requirements of any regulatory body or stock 
exchange; and 
7.2 in any other case, up to an aggregate nominal amount of 1,114,167  (such amount to 
be reduced by the nominal amount of any equity securities allotted under paragraph 
7.1 in excess of 1,114,167))  
7.3 provided that (unless previously revoked, varied or renewed) this authority shall expire 
at the conclusion of the Company's next annual general meeting save that the 
Company may before such expiry make an offer or enter into an agreement which 
would or might require Relevant Securities to be allotted after such expiry and the 
directors may allot Relevant Securities in pursuance of such offer or agreement as if the 
authority conferred hereby had not expired. 
This resolution revokes and replaces all unexercised authorities previously granted to the 
directors to allot Relevant Securities but without prejudice to any allotment of shares or 
grant of rights already made, offered or agreed to be made pursuant to such authorities. 
For the purposes of this resolution, a "Relevant Security" is: 
a) a share in the Company other than a share allotted pursuant to: 
(i) an employee share scheme (as defined by section 1166 of the 2006 Act); 
(ii) a right to subscribe for a share or shares in the Company where the grant of the 
right itself constituted a Relevant Security under paragraph (b) below; or 
(iii) a right to convert securities into a share or shares in the Company where the grant 
of the right itself constituted a Relevant Security under paragraph (b) below. 
b) any right to subscribe for or to convert any security into a share or shares in the 
Company other than a right to subscribe for or convert any security into a share or 
shares allotted pursuant to an employee share scheme (as defined by section 1166 of 
the 2006 Act). 
References to the allotment of "Relevant Securities" in this resolution shall be construed 
accordingly.  74 
 
SPECIAL RESOLUTION 
8. Directors' authority to disapply statutory pre-emption rights 
That, subject to the passing of Resolution 7 the directors be and they are empowered 
pursuant to section 570 of the Act to allot equity securities (within the meaning of section 
560 of the Act) wholly for cash pursuant to the authority conferred by Resolution 7 above as 
if section 561(1) of the Act did not apply to any such allotment, provided that this power shall 
be limited to the allotment of equity securities: 
a) in connection with an offer of such securities by way of rights to holders of ordinary 
shares in proportion (as nearly as may be practicable) to their respective holdings of 
such shares, but subject to such exclusions or other arrangements as the directors may 
deem necessary or expedient in relation to fractional entitlements or any legal or 
practical problems under the laws of any territory, or the requirements of any 
regulatory body or stock exchange, and 
b) otherwise than pursuant to paragraph 8a) above up to an aggregate nominal amount of 
£501,375; 
and shall expire at the conclusion of the Company's next annual general meeting, save 
that the Company may before such expiry make an offer or agreement which would or 
might require equity securities to be allotted after such expiry and the directors may 
allot equity securities in pursuance of any such offer or agreement notwithstanding 
that the power conferred by this resolution has expired.  
This resolution revokes and replaces all unexercised authorities previously granted to the 
directors to allot equity securities but without prejudice to any allotment of shares or grant 
of rights already made, offered or agreed to be made pursuant to such authorities.   75 
 
NOTES TO THE NOTICE OF ANNUAL GENERAL MEETING 
 
Entitlement to attend and vote 
1. Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, the 
Company specifies that only those members registered on the Company's register of 
members at: 
(a) 11.00 am on 25 July 2011; or 
(b) if this meeting is adjourned, at 11.00 am on the day two days prior to the 
adjourned meeting, 
shall be entitled to attend and vote at the meeting. 
Appointment of proxies 
2. If you are a member of the Company at the time set out in note 1 above, you are 
entitled to appoint a proxy (or proxies) to exercise all or any of your rights to attend, 
speak and vote at the meeting and you should have received a proxy form with this 
notice of meeting. You can only appoint a proxy using the procedures set out in these 
notes and the notes to the proxy form. 
3. A member can appoint more than one proxy in relation to the meeting, provided 
that each proxy is appointed to exercise the rights attached to a different share(s) held 
by the member. To appoint more than one proxy you may photocopy the proxy form. 
Please indicate the proxy holder’s name and the number of shares in relation to which 
they are authorised to act as your proxy (which, in aggregate, should not exceed the 
number of shares held by you). Please also indicate if the proxy instruction is one of 
multiple instructions being given. All forms must be signed and should be returned 
together in the same envelope. 
4. A proxy form which may be used to make this appointment and give proxy 
instructions accompanies this notice. You can only appoint a proxy using the 
procedures set out in these notes and the notes to the proxy form.  
5. The appointment of a proxy will not prevent a member from subsequently attending 
and voting at the meeting in person, in which case any votes cast by the proxy will be 
excluded and your proxy appointment will automatically be terminated.  
6. If you are not a member of the Company but you have been nominated by a 
member of the Company to enjoy information rights, you do not have a right to 
appoint any proxies under the procedures set out in this "Appointment of proxies" 
section. Please read the section "Nominated persons" below.  76 
 
7. A proxy does not need to be a member of the Company but must attend the 
meeting to represent you. Details of how to appoint the Chairman of the meeting or 
another person as your proxy using the proxy form are set out in the notes to the proxy 
form. If you wish your proxy to speak on your behalf at the meeting you will need to 
appoint your own choice of proxy (not the Chairman) and give your instructions directly 
to them. 
8. A vote withheld is not a vote in law, which means that the vote will not be counted 
in the calculation of votes for or against the resolution. If you either select the 
"Discretionary" option or if no voting indication is given, your proxy will vote or abstain 
from voting at his or her discretion. Your proxy will vote (or abstain from voting) as he 
or she thinks fit in relation to any other matter which is put before the meeting. 
 
Appointment of proxy using hard copy proxy form 
9. The notes to the proxy form explain how to direct your proxy how to vote on each 
resolution or withhold their vote. 
To appoint a proxy using the proxy form, the form must be: 
(a) completed and signed; 
(b) sent or delivered to Computershare Investor Services Plc; and 
(c) received by Computershare Investor Services Plc not less than 48 hours before the 
time for the holding of the meeting. 
In the case of a member which is a company, the proxy form must be executed under its 
common seal or signed on its behalf by an officer of the company or an attorney for the 
company. 
Any power of attorney or any other authority under which the proxy form is signed (or a duly 
certified copy of such power or authority) must be included with the proxy form. 
Appointment of proxy by joint members 
10. In the case of joint holders, where more than one of the joint holders purports to 
appoint a proxy, only the appointment submitted by the most senior holder will be 
accepted. Seniority is determined by the order in which the names of the joint holders 
appear in the Company's register of members in respect of the joint holding (the first-
named being the most senior). 
  77 
 
Changing proxy instructions 
11. To change your proxy instructions simply submit a new proxy appointment using the 
methods set out above. Note that the cut-off time for receipt of proxy appointments 
(see above) also apply in relation to amended instructions; any amended proxy 
appointment received after the relevant cut-off time will be disregarded. 
Where you have appointed a proxy using the hard-copy proxy form and would like to 
change the instructions using another hard-copy proxy form, please contact 
Computershare Investor Services Plc at The Pavilions, Bridgwater Road, Bristol BS13 
8AE. 
If you submit more than one valid proxy appointment, the appointment received last 
before the latest time for the receipt of proxies will take precedence. 
Termination of proxy appointments 
12. In order to revoke a proxy instruction you will need to inform the Company using 
the following method by sending a signed hard copy notice clearly stating your 
intention to revoke your proxy appointment to Computershare Investor Services Plc at 
The Pavilions, Bridgwater Road, Bristol BS13 8AE. In the case of a member which is a 
company, the revocation notice must be executed under its common seal or signed on 
its behalf by an officer of the company or an attorney for the company. Any power of 
attorney or any other authority under which the revocation notice is signed (or a duly 
certified copy of such power or authority) must be included with the revocation notice. 
In either case, the revocation notice must be received by Computershare Investor 
Services Plc at The Pavilions, Bridgwater Road, Bristol BS13 8AE no later than 48 hours 
before the AGM is due to be held.  
If you attempt to revoke your proxy appointment but the revocation is received after 
the time specified then, subject to the paragraph directly below, your proxy 
appointment will remain valid. 
Appointment of a proxy does not preclude you from attending the meeting and voting 
in person. If you have appointed a proxy and attend the meeting in person, your proxy 
appointment will automatically be terminated. 
Corporate representatives 
13. Any corporation which is a member can appoint one or more corporate 
representatives who may exercise on its behalf all of its powers as a member provided 
they do not do so in relation to the same shares. Any corporation which is a member 
can appoint one or more corporate representatives who may exercise on its behalf all  78 
 
of its powers as a member provided they do not do so in relation to the same shares. In 
order to facilitate voting by corporate representatives at the meeting, arrangements 
will be put in place at the meeting so that: 
(a) if a corporate member has appointed the Chairman of the meeting as its corporate 
representative with instructions to vote on a poll in accordance with the 
directions of all the other corporate representatives for that member at the 
meeting, then, on a poll, those corporate representatives will give voting 
directions to the Chairman and the Chairman will vote (or withhold a vote) as 
corporate representative in accordance with those directions; and 
(b) if more than one corporate representative for the same corporate member attends 
the meeting but the corporate member has not appointed the Chairman of the 
meeting as its corporate representative, a designated corporate representative 
will be nominated, from those corporate representatives who attend, who will 
vote on a poll and the other corporate representatives will give voting directions 
to that designated corporate representative. 
Corporate members are referred to the guidance issued by the Institute of Chartered 
Secretaries and Administrators on proxies and corporate representatives - www.icsa.org.uk - 
for further details of this procedure. The guidance includes a sample form of representation 
letter to appoint the Chairman as a corporate representative as described in (a) above. 
Issued shares and total voting rights 
14. As at 6.00pm on 30th June 2011 (being the latest practicable date before the 
sending of this notice), the Company's issued share capital comprised 334,250,200 
ordinary shares of £0.01p each. Each ordinary share carries the right to one vote at a 
general meeting of the Company and, therefore, the total number of voting rights in 
the Company as at 6.00pm on 30
th
 June 2011 is 334,250,502. 
Nominated persons 
15. If you are a person who has been nominated under section 146 of the Companies 
Act 2006 to enjoy information rights (Nominated Person): 
(a) You may have a right under an agreement between you and the member of the 
Company who has nominated you to have information rights (Relevant Member) to 
be appointed or to have someone else appointed as a proxy for the meeting. 
(b) If you either do not have such a right or if you have such a right but do not wish to 
exercise it, you may have a right under an agreement between you and the Relevant 
Member to give instructions to the Relevant Member as to the exercise of voting 
rights.  79 
 
(c) Your main point of contact in terms of your investment in the Company remains the 
Relevant Member (or, perhaps, your custodian or broker) and you should continue to 
contact them (and not the Company) regarding any changes or queries relating to 
your personal details and your interest in the Company (including any administrative 
matters). The only exception to this is where the Company expressly requests a 
response from you. 
Documents on display 
16. The following documents will be available for inspection at Hemming House, 
Hemming Street, London E1 5BL from 4th July 2011 until the time of the meeting and 
for at least 15 minutes prior to the meeting and during the meeting: 
(a) Copies of the service contracts of executive directors of the Company. 
(b) Copies of the letters of appointment of the non-executive directors of the Company. 
Communication 
17. Except as provided above, members who have general queries about the meeting 
should use the following means of communication (no other methods of 
communication will be accepted): 
(a) calling Mr D Trendle on 0207 377 2182; or 
(b) by email to dtrendle@ecvplc.com. 
You may not use any electronic address provided either: 
(c) in this notice of annual general meeting; or  
(d) any related documents (including the chairman's letter and proxy form), 
to communicate with the Company for any purposes other than those expressly stated.  80 
 
PROXY FORM 
 
ECO CITY VEHICLES PLC ("the Company") 
Annual General Meeting 
Name  
Address 
 
Reference details 
 
Before completing this form, please read the explanatory notes attached to the Notice 
 
I /We being a member of the Company appoint the Chairman of the meeting or (see note 3 
to the AGM notice). 
 
as my/our proxy to attend, speak and vote on my/our behalf at the Extraordinary General 
Meeting of the Company to be held on 25 July 2011 at Hemming House, Hemming Street, 
London E1 5BL at 11am and at any adjournment of the meeting. 
I/We direct my/our proxy to vote on the following resolutions as set out in the notice of 
annual general meeting dated 25
th
 July 2011 as I/we have indicated by marking the 
appropriate box with an 'X'. If no indication is given, my/our proxy will vote or abstain from 
voting at his or her discretion and I/we authorise my/our proxy to vote (or abstain from 
voting) as he or she thinks fit in relation to any other matter which is properly put before the 
meeting. 
ORDINARY 
RESOLUTION 
For Against Vote withheld Discretionary 
 
Resolution 1 
 
 
 
      
 
Resolution 2 
 
 
    81 
 
 
 
Resolution 3 
 
 
 
   
 
Resolution 4 
 
 
 
   
 
Resolution 5 
 
 
 
   
 
Resolution 6 
 
 
 
   
 
Resolution 7 
 
 
 
   
 
SPECIAL 
RESOLUTION 
    
 
Resolution 8 
 
    
 
Signature Date