REGISTERED NUMBER: 09986338 (England and Wales)

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

TUROUK LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

C Fisher

A Haddad

REGISTERED OFFICE:

14 Austin Friars

4th Floor (South)

London

EC2N 2HE

REGISTERED NUMBER:

09986338 (England and Wales)

AUDITORS:

ML Audit LLP

Statutory Auditors

Freshford House

Redcliffe Way

Bristol

BS1 6NL

FIXED ASSETS

Tangible assets

4

19,073

34,490

CURRENT ASSETS

Debtors

5

221,161

627,737

Cash at bank

2,017,529

1,363,505

2,238,690

1,991,242

CREDITORS

Amounts falling due within one year

6

314,893

469,208

NET CURRENT ASSETS

1,923,797

1,522,034

TOTAL ASSETS LESS CURRENT LIABILITIES

1,942,870

1,556,524

PROVISIONS FOR LIABILITIES

162,302

-

NET ASSETS

1,780,568

1,556,524

CAPITAL AND RESERVES

Called up share capital

1

1

Other reserves

702,013

1,024,453

Retained earnings

1,078,554

532,070

1,780,568

1,556,524

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 5 September 2025 and were signed on its behalf by:

C Fisher - Director

1.	STATUTORY INFORMATION

TuroUK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

All amounts have been rounded to the nearest £1 pound sterling unless otherwise stated.

Going Concern

The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period of at least twelve months from the date of signing this report.

The company relies on the continued support from its parent company, Turo Inc., which has confirmed that it will continue to provide this for the foreseeable future. On that basis, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Critical accounting judgements and key sources of estimation uncertainty

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

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

Significant judgements

The judgements and accounting estimations that management has made in the process of applying of the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows:

- Share based payments - the use of models requires management to make a number of assumptions. Management has considered historical data and made use of best practices in making these assumptions.

- Taxation - the determination of the current and deferred tax asset that can be recognised, based on the likely timing and level of future profits.

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

The company is contracted by its parent company Turo Inc., to deliver sales and marketing services under an intercompany agreement. The company is remunerated by its parent for these services.

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Fixtures and fittings - 2-5 years straight-line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Income Statement.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the Balance Sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Debtors

Short term debtors are measured at transaction price, less any impairment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Creditors

Short term creditors are measured at the transaction price.

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Provisions for liabilities

Provisions are recognised when the company has a present obligation arising from the current period where it is probable that an outflow of economic benefits will be required to settle the 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 expenditure required to settle the present obligation at the reporting date. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of resources will be required to settle the obligation, the provision is reversed.

Share-based payments

The Parent Company has granted stock-based awards consisting primarily of share options and restricted stock units ("RSUs"), to Company employees. The Parent Company estimates the fair value of share options granted using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires certain subjective inputs and assumptions, including the fair value of the Parent Company's common stock, the expected term, risk-free interest rates, expected stock price volatility, and expected dividend yield of the Parent Company's common stock. The fair value of share options is recognised as share-based payments expense on a straight-line basis over the requisite service period. The parent company estimates forfeitures at the date of grant and revises the estimates, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

The fair value of RSUs is estimated based on the fair value of the Parent Company's common stock on the date of grant. The parent company grants RSUs that vest upon the satisfaction of both a service-based vesting condition and a liquidity event-related performance vesting condition. As of 31 December 2024, a liquidity event is not deemed likely and therefore no share-based payment expense or reserve has been recognised in relation to RSUs.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 33 (2023 - 40 ) .

4.	TANGIBLE FIXED ASSETS

Fixtures

and

fittings

£

Cost

At 1 January 2024

72,547

Additions

3,915

At 31 December 2024

76,462

Depreciation

At 1 January 2024

38,057

Charge for year

19,332

At 31 December 2024

57,389

Net book value

At 31 December 2024

19,073

At 31 December 2023

34,490

5.

DEBTORS

2024

2023

£

£

Amounts falling due within one year:

Amounts owed by group undertakings

18,624

472,842

Other debtors

42,902

71,386

VAT Receivable

13,990

47,487

Deferred tax

8,179

33,576

Prepayments

67,266

2,446

150,961

627,737

Amounts falling due after more than one year:

Deposits

70,200

-

Aggregate amounts

221,161

627,737

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

4,668

10,580

Corporation tax

69,812

110,928

Social security and other taxes

134,219

231,946

Accruals and deferred income

106,194

115,754

314,893

469,208

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2024

2023

£

£

Within one year

452,211

436,995

Between one and five years

113,882

566,093

566,093

1,003,088

8.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Guy Armitage-Norton (Senior Statutory Auditor)

for and on behalf of ML Audit LLP

9.	PENSION COMMITMENTS

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounts to £26,636 (2023: £25,514).

Contributions totalling £2,778 (2023: £1,102) were payable to the fund at the reporting date and are included in creditors.

10.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

11.	ULTIMATE CONTROLLING PARTY

12.	SHARE-BASED PAYMENT TRANSACTIONS

The company has taken the exemption provided in FRS 102 Section 1A not to disclose details of share-based payment arrangements concerning equity instruments of another group entity.