Company registration number 09096098 (England and Wales)
COVERWISE HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
COVERWISE HOLDINGS LIMITED
COMPANY INFORMATION
Director
Mark John Shaw
Company number
09096098
Registered office
Hayes & Co
2nd Floor, Oliver House
77-79 High Street
Steyning
West Sussex
United Kingdom
BN44 3RE
Auditor
Deloitte LLP
2 New Street Square
London
United Kingdom
EC4A 3BZ
COVERWISE HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Director's report
3 - 4
Director's responsibilities statement
5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 35
COVERWISE HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -

The director presents the strategic report for Coverwise Holdings Limited (the "Company") and its subsidiaries ('the Group') for the year ended 31 March 2024 and 31 March 2023.

Principal activities

The principal activities of the Group during the financial year were the provision of information technology, management services and personal lines insurance products as general insurance intermediary.

 

The Company's subsidiary, 'Coverwise Limited' was licensed by the Gibraltar Financial Services Commission on 3 September 2010 as a general insurance intermediary and has invested in a Protected Cell company in Malta. The Company has regulatory permission to trade in the United Kingdom and, via its Maltese Cell, within the European Union.

Overview of the Business

The Group has delivered strong growth since its inception, and this has continued during the year ending 31 March 2024 and 31 March 2023. Revenue increased by 16%, generating profit before taxation of £3.9m in 2024 from £3.1m in 2023. The Group’s net current assets increased to £7.4m in 2024 from £4.1m in 2023 and the net assets position at the year end 2024 at £12.0m from £8.5m in 2023. The increase in market activity is reflected in the financial statements and compared to the previous year.

 

The Group is well positioned to deal with any future changes in market conditions. As previously forecast, the UK market for foreign travel has proved resilient, despite high inflation and rising interest rates. In the year ahead, the market may experience a reduction in the average holiday cost as disposal income is pressurised by increasing accommodation costs, but we do not currently expect demand for foreign travel to weaken significantly. Consequently, we are forecasting a positive financial performance in the coming twelve months.

 

Financial key performance indicators

The director considers that the key financial performance indicators are those that communicate the financial performance and strength of the Company, these include turnover, profit before tax and net assets.

2024
2023
£
£
Turnover
21,935,467
18,950,102
Profit before tax
3,905,835
3,147,564
Net assets
11,994,506
8,532,536

The KPI´s are in line with the director´s expectations and reflect the investment made to ensure further service developments that they believe will drive the Group´s revenue growth in future years.

COVERWISE HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Principal risks and uncertainties

The director considers and evaluates the risks of the Group on a regular basis. The principal risks and uncertainty faced by the Group are as follows:

 

Competitive risk

Competitive risk is that the Group struggles to engage distributors, offers uncompetitive insurance premiums and/or fails to address the challenges posed by its competitors. The risk relates to competitor activity and the need to maintain competitive advantage through ongoing innovation in our product line. The demand for project-based enterprise applications software and solutions has historically fluctuated based upon a variety of factors, including the business and financial condition of our customers and on economic and financial conditions that affect the key sectors in which our customers operate such as services firms, architecture, and engineering. The management believe that they have adequate resources, people and systems to deal with external events.

 

Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for that other party by failing to discharge an obligation. This risk mainly pertains to the ability of our customers to pay us for products and services provided. The Group does not believe that it is exposed to counterparty credit risk due to the Risk Transfer agreement that is in place with carriers and the payment in advance operating model.

 

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations associated with short-term financial liabilities. The Group aims to mitigate liquidity risk by managing cash generation by its operations and applying cash collection targets throughout the Group. The Group, based on monthly management information provided, monitors its solvency position to ensure that it does not become exposed to liquidity risk and the Board will act as required should this become a matter requiring attention.

Market risk

Market risk arises from the Group's use of interest bearing, tradeable and foreign currency financial instruments. It is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of the changes in interest rates (interest rate risk), foreign exchange rates (currency risk) and other market factors (other price risk).

 

Legislative risk

Legislative risk is that related to the local regulatory requirements and also those stipulated by the European Union. As part of our risk management approach, the director continues to monitor regulatory developments in current markets and take appropriate measures should the regularity risks in a particular market change significantly.

Future development

At this time, we are unaware of significant risks that might be reasonably expected to cause the level of market activity to deteriorate and the post balance sheet period has seen further improvements in the Group’s trading activity and financial performance.

Approved by the Board and signed on its behalf by:

Mark John Shaw
Director
24 July 2025
COVERWISE HOLDINGS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -

The director presents his annual report and the audited financial statements for the financial year ended 31 March 2023 and 31 March 2024.

 

The Group met the definition of a medium-sized group as at 31 March 2022. Accordingly, the financial year ending 31 March 2023 represents the first year in which consolidated financial statements are being prepared. On an exceptional basis, the Group has chosen to present both the 31 March 2024 and 31 March 2023 financial years within the same set of consolidated financial statements.

 

Principal activities

See the strategic report for details of principal activities.

Results and dividends

The Group results for the year are set out on page 9.

No ordinary dividends were paid by the Parent company, 'Coverwise Holdings Limited' in the current year and the prior year.

 

The Company's subsidiary, 'Coverwise Limited' was licensed by the Gibraltar Financial Services Commission on 3 September 2010 as a general insurance intermediary and has invested in a Protected Cell company in Malta. The Company has regulatory permission to trade in the United Kingdom and, via its Maltese Cell, within the European Union.

 

Going concern

The director has assessed the balance sheet and likely future cash flows at the date of approving these financial statements. The director notes the Group has been profitable and has a strong net assets position. Based on these factors and the Group's cash position at the year end and to the date of signing these financial statements, the director has a reasonable expectation that the Group has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, the director continues to adopt the going concern basis in preparing the financial statements.

Director

The director who served during the financial year and up to the date of this report, was as follows:

Mark John Shaw
Qualifying third party indemnity provisions

The Group has made qualifying third party indemnity provisions for the benefit of its director during the year. These provisions remain in force at the reporting date.

Research and development

During the year 2024 and 2023, the Group continued to invest in research and development activities aimed at enhancing its operational capabilities and improving customer experience. The Group has undertaken significant development work on a new Policy Administration System, designed to streamline core insurance processes, improve policy lifecycle management, and support future product innovation.

Post reporting date events

A dividend payable to Coverwise Holdings Limited of £2,500,000 was declared on 31 July 2024 and paid on 1 August 2024. The Maltese Cell declared and paid a dividend of €350,000 on 5 September 2024 and 9 October 2024, respectively.

 

An interim dividend payable to Coverwise Holdings Limited of £5,000,000 was declared on 04 June 2025 by Coverwise Limited.

 

On 25 March 2025, the redeemable preference shares were redeemed at par.

 

There are no other subsequent events that would require adjustment or disclosure in the financial statements.

COVERWISE HOLDINGS LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 4 -
Matters covered by the strategic report

See the truestrategic report for details of the principal risks and uncertainties and future developments.

Statement of disclosure to auditor

Each of the persons who is a director at the date of approval of this report confirms that:

 

 

This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.

Since the year end Deloitte LLP were appointed as auditor to the Company. They have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.

Approved by the Board and signed on its behalf by:
Mark John Shaw
Director
24 July 2025
COVERWISE HOLDINGS LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
- 5 -

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland." Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Group and the Company, and of the profit or loss of the Group for that period.

 

In preparing these financial statements, the director is required to:

 

 

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the Group and the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. The director is also responsible for safeguarding the assets of the Group and the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

COVERWISE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF COVERWISE HOLDINGS LIMITED
- 6 -
Opinion

In our opinion the financial statements of Coverwise Holdings Limited (the 'Parent company’) and its subsidiaries (together the ‘Group’):

 

 

We have audited the financial statements which comprise:

 

 

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report.

 

We are independent of the Group and Parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and Parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

COVERWISE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF COVERWISE HOLDINGS LIMITED
- 7 -

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the director is responsible for assessing the Group's and the Parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the Group or the Parent company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

 

We considered the nature of the Group’s industry and its control environment, and reviewed the Group’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of the director about their own identification and assessment of the risks of irregularities, including those that are specific to the Group’s business sector.

 

We obtained an understanding of the legal and regulatory framework that the Group operates in, and identified the key laws and regulations that:

 

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

COVERWISE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF COVERWISE HOLDINGS LIMITED
- 8 -

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

 

In addition to the above, our procedures to respond to the risks identified included the following:

 

Report on other legal and regulatory requirements

 

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

 

 

In the light of the knowledge and understanding of the Group and of the Parent company and their environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the director's report.

 

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:

 

 

We have nothing to report in respect of these matters.

Use of our report

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.

Tendai Chanengeta (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
24 July 2025
COVERWISE HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
21,935,467
18,950,102
Administrative expenses
(18,293,964)
(15,777,859)
Other operating expenses
(7,235)
(273)
Operating profit
4
3,634,268
3,171,970
Interest receivable and similar income
8
282,057
20,053
Interest payable and similar expenses
9
(10,490)
(44,459)
Profit before taxation
3,905,835
3,147,564
Tax on profit
10
(443,865)
347,090
Profit and total comprehensive income for the year
3,461,970
3,494,654
Profit for the financial year is all attributable to the owner of the Parent company.
Total comprehensive income for the year is all attributable to the owner of the Parent company.

There were no items of other comprehensive gains or losses for the current or prior year other than those included in the Statement of Comprehensive Income above, accordingly no other Statement of Comprehensive Income is presented.

 

 

COVERWISE HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
11
1,103,504
1,451,978
Other intangible assets
11
3,518,981
3,324,309
Total intangible assets
4,622,485
4,776,287
Tangible assets
12
178,834
166,356
4,801,319
4,942,643
Current assets
Debtors falling due after more than one year
15
334,313
-
Debtors falling due within one year
15
3,328,244
2,582,572
Cash at bank and in hand
19
13,310,788
9,135,050
16,973,345
11,717,622
Creditors: amounts falling due within one year
16
(9,537,868)
(7,605,775)
Net current assets
7,435,477
4,111,847
Total assets less current liabilities
12,236,796
9,054,490
Creditors: amounts falling due after more than one year
17
-
(262,262)
Provisions for liabilities
Deferred tax liability
20
242,290
259,692
(242,290)
(259,692)
Net assets
11,994,506
8,532,536
Capital and reserves
Called up share capital
22
36
36
Share premium account
8,637,465
8,637,465
Profit and loss reserves
3,357,005
(104,965)
Total equity
11,994,506
8,532,536
The financial statements were approved by the director and authorised for issue on 24 July 2025 and are signed on its behalf by:
2025-07-24
Mark John Shaw
Director
Company registration number 09096098 (England and Wales)
COVERWISE HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2024
2024-03-31
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
12
176,821
162,114
Investments
13
8,899,762
8,899,762
9,076,583
9,061,876
Current assets
Debtors falling due after more than one year
15
334,313
-
0
Debtors falling due within one year
15
844,776
308,655
Cash at bank and in hand
1,203,904
875,558
2,382,993
1,184,213
Creditors: amounts falling due within one year
16
(1,683,399)
(986,360)
Net current assets
699,594
197,853
Total assets less current liabilities
9,776,177
9,259,729
Creditors: amounts falling due after more than one year
17
-
(262,262)
Provisions for liabilities
Deferred tax liability
20
31,955
20,833
(31,955)
(20,833)
Net assets
9,744,222
8,976,634
Capital and reserves
Called up share capital
22
36
36
Share premium account
8,637,465
8,637,465
Profit and loss reserves
1,106,721
339,133
Total equity
9,744,222
8,976,634

As permitted by s408 Companies Act 2006, the Company has not presented its own profit and loss account and related notes. The Company’s profit for the year was £767,588 (2023: £1,018,249).

 

The financial statements were approved by the director and authorised for issue on 24 July 2025 and are signed on its behalf by:
Mark John Shaw
Director
Company registration number 09096098 (England and Wales)
COVERWISE HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 12 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 April 2022
36
8,637,465
(3,599,619)
5,037,882
Profit and total comprehensive income
-
-
3,494,654
3,494,654
Balance at 31 March 2023
36
8,637,465
(104,965)
8,532,536
Profit and total comprehensive income
-
-
3,461,970
3,461,970
Balance at 31 March 2024
36
8,637,465
3,357,005
11,994,506
COVERWISE HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 April 2022
36
8,637,465
(679,116)
7,958,385
Profit and total comprehensive income for the year
-
-
1,018,249
1,018,249
Balance at 31 March 2023
36
8,637,465
339,133
8,976,634
Profit and total comprehensive income
-
-
767,588
767,588
Balance at 31 March 2024
36
8,637,465
1,106,721
9,744,222
COVERWISE HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
25
6,351,722
4,960,434
Interest paid
(10,490)
(44,459)
Income taxes (paid)/refunded
(325,303)
656,466
Net cash inflow from operating activities
6,015,929
5,572,441
Investing activities
Purchase of intangible assets
(2,068,715)
(1,872,388)
Purchase of tangible fixed assets
(53,533)
(36,815)
Interest received
282,057
20,053
Net cash used in investing activities
(1,840,191)
(1,889,150)
Net increase in cash and cash equivalents
4,175,738
3,683,291
Cash and cash equivalents at beginning of year
9,135,050
5,269,234
Cash and cash equivalents at end of year
13,310,788
9,135,050
Reconciliation to cash at bank and in hand:
Cash at bank and in hand
13,310,788
9,135,050
Cash equivalents
-
-
Cash at bank and in hand (in GBP)
13,310,788
9,135,050
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 15 -
1
Material accounting policies
Company information

Coverwise Holdings Limited (“the Company”) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The registered office is Hayes & Co, 2nd Floor, Oliver House, 77-79 High Street, Steyning, West Sussex, United Kingdom, BN44 3RE.

 

The Group consists of Coverwise Holdings Limited and all of its subsidiaries.

 

Principal activities

See the strategic report for details of principal activities.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

 

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value.

The financial statements are prepared in sterling, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £.

 

The Company only, meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements, which are presented alongside the Group financial statements. Exemptions have been taken in relation to financial instruments and presentation of a cash flow statement.

 

As permitted by s408 of the Companies Act 2006, no separate profit and loss account or statement of comprehensive income is presented in respect of the Parent Company. The profit attributable to the Company is disclosed in the footnote to the Company's balance sheet.

 

Basis of preparation

Coverwise Holdings Limited ("the Company") is the ultimate parent company of Coverwise Limited and the Coverwise Cell (the "Cell" or "Coverwise Cell"). The group's aggregate turnover and balance sheet total exceed the thresholds for small groups under the UK Companies Act 2006. Therefore, the Company is required to prepare consolidated financial statements in accordance with UK company law.

The material accounting policies adopted are set out below. They have been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 16 -
1.2
Basis of consolidation

The Group financial statements consolidate the financial statements of the Company and its subsidiary undertakings drawn up to 31 March 2024. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed.

 

Subsidiaries are entities controlled by the Group. Control exists where the Group is exposed to or has the rights to variable returns from its involvement with the investee and has the ability to use its power over the investee to affect its returns. Unrealised gains and losses on transactions with subsidiaries or associates are eliminated. Transactions with associates are eliminated to the extent of the Group's interest in those entities in preparing the consolidated financial statements.

 

The acquisitions of subsidiaries are accounted for using the acquisition method. The consideration transferred is measured as the fair value of assets given, liabilities incurred or assumed and equity instruments issued by the Group at the date of exchange. Any costs directly attributable to the business combination are booked to the profit or loss as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed, meeting the conditions for recognition under FRS 102, Section 19 "Business Combinations", are recognised at their fair value at the acquisition date, irrespective of the extent of any non-controlling interest.

 

The excess of the consideration transferred over the fair value of the Group's share of the identifiable net assets acquired is recorded as goodwill. Subsequent changes in the fair value of consideration transferred or identifiable assets, liabilities and contingent liabilities assumed are adjusted where they qualify as measurement period adjustments. The measurement period is the period from the date of acquisition to the date the Group obtains complete information about facts and circumstances that existed as of the acquisition date and is subject to a maximum of one year.

 

In the Parent company financial statements, the cost of a business combination is the carrying value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination.

1.3
Going concern

The director has assessed the balance sheet and likely future cash flows at the date of approving these financial statements. The director notes the Group has been profitable and has a strong net assets position. Based on these factors and the Group's cash position at the year end and to the date of signing these financial statements, the director has a reasonable expectation that the Group has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, the director continues to adopt the going concern basis in preparing the financial statements.

1.4
Turnover

Revenue recognition for the regulated entities (Gibraltar and Malta) are as follows:

 

Revenue represents amounts receivable for commission from the sale of travel insurance.

 

Commission income is the difference between the gross premiums receivable by the Group and the net premium payable to insurers. Commission is recognised as revenue in the year in which it falls due.

 

Revenue is recognised to the extent that the Group obtains the right to consideration in exchange for its performance. Revenue is measured at the fair value of the consideration received, excluding discounts, rebates and other sales taxes or duty.

 

Turnover from information technology and management services are provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the balance sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the balance sheet date.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 17 -

Dividend income

Dividend income from subsidiaries is recognised when the shareholders' rights to receive payment have been established (provided that it is probable that the economic benefits will flow to the Group and the amount of revenue can be measured reliably).

1.5
Research and development expenditure

Research expenditure is written off as incurred. Development expenditure is also written off, except where the director is satisfied as to the technical, commercial and financial viability of individual projects. In such cases, the identifiable expenditure is capitalised as an intangible asset and amortised over the period of three years, during which the Group is expected to benefit. Provision is made for any impairment.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years. Provision is made for any impairment.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

The cost of an internally generated intangible asset comprises of all directly attributable costs necessary to create, produce, and prepare the asset to be capable of operating in the manner intended by the management. Subsequent to initial recognition, intangible assets are measured at cost less impairment less any accumulated amortisation and any accumulated impairment losses.

 

In accordance with prevailing accounting standards, the Group subjects the intangible assets to impairment by comparing their recoverable amount with their carrying amount (a) at least annually, and (b) whenever there is an indication that the intangible assets may be impaired.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Development costs
Useful life of 3 years
Customer relationship
7 years on a straight line method
1.8
Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment.

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset expected useful life, as follows:

Leasehold improvements
18% reducing balance
Fixtures and fittings
18% reducing balance
Computer equipment
4 years straight line method
Servers
5 years straight line method
Office equipment
18% reducing balance
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 18 -

Residual value represents the estimated amount which would currently be obtained from disposal of an asset,

after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

 

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the statement of comprehensive income.

 

 

1.9
Impairment of fixed assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

 

Non-financial assets

At each balance sheet date, the Group reviews its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss.

 

If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 19 -

Financial assets

An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

 

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

 

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

 

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks and funds held on behalf of insurers.

 

In its capacity as a general insurance intermediary, the Group collects premiums from insureds and, after deducting its commissions, remits the premiums to the respective insurers. Such unremitted premiums received from insureds consist of bank balances which are not available for the Group´s own purposes and are recorded within cash at bank, and held in separately designated accounts.

 

The obligations to remit these funds to insurers are recorded within creditors. The period for which the Group holds such funds is dependent upon the date the insured remits the payment of the premium to the Group and the date the Group is required to forward such payment to the insurer.

1.11
Financial instruments

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the instrument.

 

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.

 

Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Group intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 20 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

 

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Group transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Group, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities

Basic financial liabilities, including creditors, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

 

Financial liabilities are derecognised when the Group’s contractual obligations expire or are discharged or

cancelled.

1.12
Equity instruments

Equity instruments issued by the Group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Group.

1.13
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 21 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Provisions

Provisions are recognised when the Group has a legal or constructive present obligation as a result of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

 

1.15
Employee benefits

Short-term benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the Group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes

The Group operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the balance sheet.

1.16
Leases

The Group as lessee

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

The Group as lessor

Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Material accounting policies
(Continued)
- 22 -
1.17
Foreign exchange

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

 

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the statement of comprehensive Income.

1.18

Interest receivable and similar income

Interest receivable and similar income are recognised when it is probable that the economic benefits will flow to the Group and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding 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 on initial recognition.

1.19

Interest payable and similar expenses

Interest payable and similar expenses are charged to the statement of comprehensive income over the term of the debt using the effective interest method, so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 23 -
2
Judgements and key sources of estimation uncertainty

In the application of the Group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

 

In the opinion of the director, there are no critical accounting judgments made by the Group in the current and prior year.

 

Key sources of estimation uncertainty

 

Consolidating components

Coverwise Limited established a cell within Artex Insurance Brokers Europe PCC Limited ("Artex PCC"), a Protected Cell Company incorporated in Malta. The Cell operates as a travel insurance intermediary and arranges policies in a number of countries within the European Union. The Company holds 100% of the Cell's ordinary shares.

The Cell operates under the license held by the Artex PCC and is legally and financially separate from other cells within the PCC. The assets and liabilities of the Cell are strictly segregated from those of other cells, even in liquidation. However, in the event of the Cell's liquidation, creditors may have recourse to the assets of the Artex PCC under Maltese law and the Cell Agreement.

Management has determined that the Company controls the Cell, via Coverwise Limited. This determination is based on Coverwise Limited's two-thirds majority representation on the Cell Committee, the decision-making body for the Cell, and is a management judgment. This conclusion satisfies the definition of control under FRS 102 9.4 and 9.5. The Cell Committee's responsibilities include strategic decision-making regarding acquisitions, disposals, capital expenditure, dividend policy, budget approval, and financing, all within the regulatory permissions granted to the Artex PCC.

The investment in the Cell is accounted for using the cost model less impairment, as permitted under FRS 102.9.26 for investments in subsidiaries.

 

Estimation of useful life

The useful life used to amortise intangible assets relates to the expected future performance of the assets acquired and management’s estimate of the period over which economic benefit will be derived from the asset. The useful life is determined by management at the time the software is acquired and brought into use and is regularly reviewed for appropriateness. The useful life represents management’s view of the expected term over which the Group will receive benefits from the assets. Intangible assets are deemed to have a useful economic life of three year.

3
Turnover
2024
2023
£
£
Turnover analysed by class of business
Commission
21,732,177
18,757,983
Information technology services
203,290
192,119
21,935,467
18,950,102
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
3
Turnover
(Continued)
- 24 -
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
203,290
192,119
Outside United Kingdom
21,732,177
18,757,983
21,935,467
18,950,102
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
23,599
(24,829)
Research and development costs
255,293
-
Depreciation of owned tangible fixed assets
41,055
39,907
Amortisation of intangible assets
2,222,517
1,991,516
Operating lease charges
62,069
55,480
5
Auditor's remuneration
2024
2023
Fees payable to the Company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the Group and Company
28,034
28,033
Audit of the financial statements of the Company's subsidiaries
32,200
30,850
60,234
58,883
For other services
Taxation compliance services
60,090
37,154
All other non-audit services
93,421
6,800
153,511
43,954
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 25 -
6
Employees

The average monthly number of persons (including directors) employed by the Group and Company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Information technology
21
20
21
20
Data & Analytics
3
2
3
2
Insurance mediation
8
8
3
3
Total
32
30
27
25

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
648,172
664,857
2,202,050
2,081,447
Social security costs
262,668
241,242
249,441
228,155
Pension costs
47,406
44,323
47,406
44,323
958,246
950,422
2,498,897
2,353,925
7
Director's remuneration
2024
2023
£
£
Remuneration for qualifying services
206,682
184,700
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
206,682
184,700

No contribution was paid to a defined contribution pension scheme in respect of the highest paid director in the current and prior year.

 

 

 

 

 

 

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 26 -
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
282,057
20,053
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
282,057
20,053
9
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Other interest
10,490
44,459
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
817,808
371,859
Adjustments in respect of prior periods
(161,867)
(494,234)
Total current tax
655,941
(122,375)
Deferred tax
Origination and reversal of timing differences
(219,521)
64,463
Adjustment in respect of prior periods
7,445
(289,178)
Total deferred tax
(212,076)
(224,715)
Total tax charge/(credit)
443,865
(347,090)
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
10
Taxation
(Continued)
- 27 -

The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
3,905,835
3,147,564
Expected tax charge based on the standard rate of corporation tax in the UK of
25.00% (2023 Unaudited: 25.00%)
976,459
786,891
Tax effect of expenses that are not deductible in determining taxable profit
283,886
131,376
Tax effect of income not taxable in determining taxable profit
(68,940)
(5,014)
Adjustments in respect of prior years
7,445
(346,847)
Group relief
37,511
-
0
Research and development tax credit
(186,774)
(436,565)
Other permanent differences
(38,100)
2,588
Losses
-
0
(266,847)
Effective tax rate difference (Malta 10%, Gibraltar -12.5%)
(567,622)
(212,672)
Taxation charge/(credit)
443,865
(347,090)

Following the substantive enactment of the Finance Act 2021, effective 1 April 2023 the applicable corporation tax rate is now 25% (for companies with profits over £250,000) and continues to be 19% (for companies with profits of £50,000 or less). Companies with profits between £50,000 and £250,000 pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective Corporation Tax rate.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 28 -
11
Intangible fixed assets
Group
Goodwill
Development costs
Customer relationship
Total
£
£
£
£
Cost
At 1 April 2023
3,484,745
9,146,270
4,419,676
17,050,691
Additions
-
0
2,068,715
-
0
2,068,715
At 31 March 2024
3,484,745
11,214,985
4,419,676
19,119,406
Amortisation
At 1 April 2023
2,032,767
6,558,574
3,683,063
12,274,404
Amortisation charged for the year
348,474
1,242,661
631,382
2,222,517
At 31 March 2024
2,381,241
7,801,235
4,314,445
14,496,921
Carrying amount
At 31 March 2024
1,103,504
3,413,750
105,231
4,622,485
At 31 March 2023
1,451,978
2,587,696
736,613
4,776,287
The Company had no intangible fixed assets at 31 March 2024 or 31 March 2023.
12
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computer equipment
Servers
Office equipment
Total
£
£
£
£
£
£
Cost
At 1 April 2023
9,587
154,869
22,274
39,541
252,760
479,031
Additions
-
0
-
0
-
0
-
0
53,533
53,533
At 31 March 2024
9,587
154,869
22,274
39,541
306,293
532,564
Depreciation
At 1 April 2023
6,672
103,466
19,396
39,541
143,600
312,675
Depreciation charged in the year
525
9,262
1,502
-
0
29,766
41,055
At 31 March 2024
7,197
112,728
20,898
39,541
173,366
353,730
Carrying amount
At 31 March 2024
2,390
42,141
1,376
-
0
132,927
178,834
At 31 March 2023
2,915
51,403
2,878
-
0
109,160
166,356
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
12
Tangible fixed assets
(Continued)
- 29 -
Company
Leasehold improvements
Fixtures and fittings
Office equipment
Total
£
£
£
£
Cost
At 1 April 2023
9,587
154,869
222,073
386,529
Additions
-
0
-
0
53,533
53,533
At 31 March 2024
9,587
154,869
275,606
440,062
Depreciation
At 1 April 2023
6,672
103,466
114,277
224,415
Depreciation charged in the year
525
9,262
29,039
38,826
At 31 March 2024
7,197
112,728
143,316
263,241
Carrying amount
At 31 March 2024
2,390
42,141
132,290
176,821
At 31 March 2023
2,915
51,403
107,796
162,114
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
8,899,762
8,899,762
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost
At 1 April 2023 and 31 March 2024
8,899,762
Carrying amount
At 31 March 2024
8,899,762
At 31 March 2023
8,899,762
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 30 -
14
Subsidiaries

Details of the Company's subsidiaries at 31 March 2024 and 31 March 2023 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Coverwise Limited
First Floor, Grand Ocean Plaza,  Ocean Village, Gibraltar, GX11  1AA
Travel  insurance  intermediary
Ordinary
100.00
-
Artex Brokers (Malta) PCC Limited ("Coverwise Cell")
First Floor, Grand Ocean Plaza,  Ocean Village, Gibraltar, GX11  1AA
Travel  insurance  intermediary
Ordinary
0
100.00
15
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,487,311
1,033,117
116,250
-
0
Corporation tax recoverable
402,498
162,888
402,498
162,888
Other debtors
983,348
1,079,852
298,899
115,121
Prepayments and accrued income
118,006
164,307
27,129
30,646
2,991,163
2,440,164
844,776
308,655
Deferred tax asset (note 20)
337,081
142,408
-
0
-
0
3,328,244
2,582,572
844,776
308,655
Amounts falling due after more than one year:
Amount owed by related parties
334,313
-
0
334,313
-
0
Total debtors
3,662,557
2,582,572
1,179,089
308,655

Other debtors include amounts due from insureds for £712,723 in 2024 and £988,277 in 2023 and other taxation and social security of £270,624 in 2024 and £91,575 in 2023.

 

See note 27 for details of amounts owed by related parties.

 

Trade debtors above relate to IBA trade debtors for both the current year and the prior year.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 31 -
16
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Other borrowings
18
262,262
-
0
262,262
-
0
Trade creditors
2,340,392
1,336,876
1,260,275
141,822
Amounts owed to group undertakings
-
0
-
0
7,666
207,042
Corporation tax payable
925,227
354,980
-
0
-
0
Other taxation and social security
57,053
61,392
57,053
61,392
Other creditors
5,804,858
5,722,756
19,158
509,115
Accruals and deferred income
148,076
129,771
76,985
66,989
9,537,868
7,605,775
1,683,399
986,360

Other creditors include amounts due to insurers of £5,691,860 in 2024 and £5,213,641 in 2023. The Group´s obligation to remit funds to insurers is dependent upon the date the insured remits the payment of the premium to the Group. Amounts due to insurers therefore differs from amounts due to insureds, included within debtors, and amounts collected from insureds, included within cash at bank and in hand.

 

Other borrowings comprise of preference shares classified as liability for £262,262 in 2024 and £nil in 2023.

 

See note 27 for details of amounts owed by related parties included in other creditors.

17
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Other borrowings
18
-
0
262,262
-
0
262,262

Other borrowings comprise of preference shares classed as liability for £nil in 2024 and £262,262 in 2023.

18
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Preference shares
262,262
262,262
262,262
262,262
Payable within one year
262,262
-
0
262,262
-
0
Payable after one year
-
0
262,262
-
0
262,262

The preference shares were redeemed at par in March 2025.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 32 -
19
Cash at bank and in hand
2024
2023
£
£
Own funds
7,659,003
3,759,332
Amounts collected from insureds
5,651,785
5,375,718
13,310,788
9,135,050

Cash at bank includes, premiums collected from insureds for £5,651,785 in 2024 and £5,375,718 in 2023. Such balances are not available for the Group's own purposes.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the Group and Company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
242,290
20,833
337,081
142,408
Other timing difference
-
238,859
-
-
242,290
259,692
337,081
142,408
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Company
£
£
£
£
Accelerated capital allowances
31,955
20,833
-
-
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 April 2023
117,284
20,833
(Credit)/charge to profit or loss
(212,075)
11,122
Liability/(Asset) at 31 March 2024
(94,791)
(31,955)
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 33 -
21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
47,406
44,323

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. The unpaid contributions due to the fund (included in other creditors) at 31 March 2024 were £19,158 and at 31 March 2023 were £9,892.

22
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
36
36
36
36
23
Operating lease commitments
Lessee

At the reporting end date the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
58,906
138,249
-
82,668
Between two and five years
58,906
180,250
-
180,250
117,812
318,499
-
262,918

The commitments of £117,812 in 2024 and £55,581 in 2023 relate to amounts payable for the office space at Suite 836 Europort, Gibraltar.

24
Events after the reporting date

A dividend payable to Coverwise Holdings Limited of £2,500,000 was declared on 31 July 2024 and paid on 1 August 2024. The Maltese Cell declared and paid a dividend of €350,000 on 5 September 2024 and 9 October 2024, respectively.

 

An interim dividend payable to Coverwise Holdings Limited of £5,000,000 was declared on 04 June 2025 by Coverwise Limited.

 

On 25 March 2025, the redeemable preference shares were redeemed at par.

 

There are no other subsequent events that would require adjustment or disclosure in the financial statements.

COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 34 -
25
Cash generated from group operations
2024
2023
£
£
Profit after taxation
3,461,970
3,494,654
Adjustments for:
Taxation charged/(credited)
443,865
(347,090)
Finance costs
10,490
44,459
Investment income
(282,057)
(20,053)
Amortisation and impairment of intangible assets
2,222,517
1,991,516
Depreciation and impairment of tangible fixed assets
41,055
39,907
Movements in working capital:
Increase in debtors
(645,702)
(196,696)
Increase/(decrease) in creditors
1,099,584
(46,263)
Cash generated from operations
6,351,722
4,960,434
26
Analysis of changes in net funds - group
1 April 2023
Cash flows
31 March 2024
£
£
£
Cash at bank and in hand
9,135,050
4,175,738
13,310,788
Borrowings excluding overdrafts
(262,262)
-
(262,262)
8,872,788
4,175,738
13,048,526
COVERWISE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 35 -
27
Related party transactions

The Company has taken advantage of the exemption under FRS 102 Section 33 not to provide information on related party transactions with other wholly owned companies within the Group.

 

Included within other debtors of the Company is a loan owed by the director of £334,313 (2023: £nil) at year end, unsecured and interest is charged at the Bank of England base rate plus 2.5% p.a. (2023: 2.5% p.a).

 

Included within other creditors of the Company is a loan owed to the director of £nil (2023: £499,223), at year end, the loan is repayable on demand, unsecured and interest is charged at the Bank of England base rate plus 2.5% p.a. (2023: 2.5% p.a). Interest paid on the loan was £nil in the current year (2023: £33,969).

 

During the current year fees of £110,000 (2023: £89,000) were paid directly to certain directors of the Group.

 

During the year the Company earned an amount of £37,500 (2023: £28,125) in commission from Southdowns Insurance, a company that is controlled by a person who is a related party to the director.

 

During the year the Company paid an amount of £7,200 (2023: £3,600) for accountancy fees to Southdowns Insurance, a company that is controlled by a person who is a related party to the director.

 

Included within debtors of the Company is an amount of £116,250 (2023: £nil) due from Southdowns Insurance, a company that is controlled by a person who is a related party to the director, at year end,

 

During the year the Group earned an amount of £656,508 (2023: £627,548) in commission from Southdowns Insurance, a company that is controlled by a person who is a related party to the director.

 

Included within debtors of the Group is an amount of £684,448 (2023: £964,731) due from Southdowns Insurance, a company that is controlled by a person who is a related party to the director at year end,

28
Controlling party

The ultimate controlling party is considered to be the director, M J Shaw, by virtue of his shareholding.

2024-03-312023-04-01falsefalseCCH SoftwareCCH Accounts Production 2025.100Mark John ShawMr M  Holwegerfalse09096098bus:Consolidated2023-04-012024-03-31090960982023-04-012024-03-3109096098bus:Director12023-04-012024-03-3109096098bus:Director22023-04-012024-03-3109096098bus:RegisteredOffice2023-04-012024-03-3109096098bus:Consolidated2022-04-012023-03-31090960982024-03-3109096098bus:Consolidated2024-03-31090960982022-04-012023-03-3109096098core:Goodwillbus:Consolidated2024-03-3109096098core:Goodwillbus:Consolidated2023-03-3109096098core:OtherResidualIntangibleAssetsbus:Consolidated2024-03-3109096098core:OtherResidualIntangibleAssetsbus:Consolidated2023-03-3109096098bus:Consolidated2023-03-3109096098core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2024-03-3109096098core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2024-03-3109096098core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2023-03-3109096098core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2023-03-31090960982023-03-3109096098core:LeaseholdImprovementsbus:Consolidated2024-03-3109096098core:FurnitureFittingsbus:Consolidated2024-03-3109096098core:ComputerEquipmentbus:Consolidated2024-03-3109096098core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipmentbus:Consolidated2024-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipmentbus:Consolidated2024-03-3109096098core:LeaseholdImprovementsbus:Consolidated2023-03-3109096098core:FurnitureFittingsbus:Consolidated2023-03-3109096098core:ComputerEquipmentbus:Consolidated2023-03-3109096098core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipmentbus:Consolidated2023-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipmentbus:Consolidated2023-03-3109096098core:LeaseholdImprovements2024-03-3109096098core:FurnitureFittings2024-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2024-03-3109096098core:LeaseholdImprovements2023-03-3109096098core:FurnitureFittings2023-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2023-03-3109096098core:ShareCapitalbus:Consolidated2024-03-3109096098core:ShareCapitalbus:Consolidated2023-03-3109096098core:SharePremiumbus:Consolidated2024-03-3109096098core:SharePremiumbus:Consolidated2023-03-3109096098core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-03-3109096098core:ShareCapital2024-03-3109096098core:ShareCapital2023-03-3109096098core:SharePremium2024-03-3109096098core:SharePremium2023-03-3109096098core:RetainedEarningsAccumulatedLosses2024-03-3109096098core:RetainedEarningsAccumulatedLosses2023-03-3109096098core:ShareCapitalbus:Consolidated2022-03-3109096098core:SharePremiumbus:Consolidated2022-03-31090960982022-03-3109096098core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-03-3109096098core:ShareCapital2022-03-3109096098core:SharePremium2022-03-3109096098core:RetainedEarningsAccumulatedLosses2022-03-3109096098core:Non-currentFinancialInstruments2024-03-3109096098core:Non-currentFinancialInstruments2023-03-3109096098bus:Consolidated2022-03-3109096098core:Goodwill2023-04-012024-03-3109096098core:IntangibleAssetsOtherThanGoodwill2023-04-012024-03-3109096098core:DevelopmentCostsCapitalisedDevelopmentExpenditure2023-04-012024-03-3109096098core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2023-04-012024-03-3109096098core:LeaseholdImprovements2023-04-012024-03-3109096098core:FurnitureFittings2023-04-012024-03-3109096098core:ComputerEquipment2023-04-012024-03-3109096098core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipment2023-04-012024-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2023-04-012024-03-3109096098core:UKTaxbus:Consolidated2023-04-012024-03-3109096098core:UKTaxbus:Consolidated2022-04-012023-03-3109096098bus:Consolidated12023-04-012024-03-3109096098bus:Consolidated12022-04-012023-03-3109096098bus:Consolidated22023-04-012024-03-3109096098bus:Consolidated22022-04-012023-03-3109096098bus:Consolidated32023-04-012024-03-3109096098bus:Consolidated32022-04-012023-03-3109096098core:Goodwillbus:Consolidated2023-03-3109096098core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2023-03-3109096098core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2023-03-3109096098bus:Consolidated2023-03-3109096098core:Goodwillcore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-04-012024-03-3109096098core:DevelopmentCostsCapitalisedDevelopmentExpenditurecore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-04-012024-03-3109096098core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillcore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-04-012024-03-3109096098core:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-04-012024-03-3109096098core:Goodwillbus:Consolidated2023-04-012024-03-3109096098core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2023-04-012024-03-3109096098core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2023-04-012024-03-3109096098core:LeaseholdImprovementsbus:Consolidated2023-03-3109096098core:FurnitureFittingsbus:Consolidated2023-03-3109096098core:ComputerEquipmentbus:Consolidated2023-03-3109096098core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipmentbus:Consolidated2023-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipmentbus:Consolidated2023-03-3109096098core:LeaseholdImprovements2023-03-3109096098core:FurnitureFittings2023-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipment2023-03-31090960982023-03-3109096098core:LeaseholdImprovementsbus:Consolidated2023-04-012024-03-3109096098core:FurnitureFittingsbus:Consolidated2023-04-012024-03-3109096098core:ComputerEquipmentbus:Consolidated2023-04-012024-03-3109096098core:Non-standardPPEClass1ComponentTotalPropertyPlantEquipmentbus:Consolidated2023-04-012024-03-3109096098core:Non-standardPPEClass2ComponentTotalPropertyPlantEquipmentbus:Consolidated2023-04-012024-03-3109096098core:Subsidiary12023-04-012024-03-3109096098core:Subsidiary22023-04-012024-03-3109096098core:Subsidiary112023-04-012024-03-3109096098core:Subsidiary222023-04-012024-03-3109096098core:CurrentFinancialInstruments2024-03-3109096098core:CurrentFinancialInstruments2023-03-3109096098core:CurrentFinancialInstrumentsbus:Consolidated2024-03-3109096098core:CurrentFinancialInstrumentsbus:Consolidated2023-03-3109096098core:Non-currentFinancialInstrumentsbus:Consolidated2024-03-3109096098core:Non-currentFinancialInstrumentsbus:Consolidated2023-03-3109096098core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2024-03-3109096098core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-03-3109096098core:CurrentFinancialInstrumentscore:WithinOneYear2024-03-3109096098core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3109096098core:WithinOneYearbus:Consolidated2024-03-3109096098core:WithinOneYearbus:Consolidated2023-03-3109096098core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2024-03-3109096098core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2023-03-3109096098core:Non-currentFinancialInstrumentscore:AfterOneYear2024-03-3109096098core:Non-currentFinancialInstrumentscore:AfterOneYear2023-03-3109096098bus:PrivateLimitedCompanyLtd2023-04-012024-03-3109096098bus:FRS1022023-04-012024-03-3109096098bus:Audited2023-04-012024-03-3109096098bus:ConsolidatedGroupCompanyAccounts2023-04-012024-03-3109096098bus:FullAccounts2023-04-012024-03-31xbrli:purexbrli:sharesiso4217:GBP