The directors present the strategic report for the year ended 31 December 2024.

LIND reported its first-ever loss in 2024, with substantial setbacks felt across the entire market. In response, action was taken during the year to mitigate exposure from a number of businesses that had significantly contributed to the losses. Some of these sites had only recently opened through new partnerships, such as Ducati in Watford and Yamaha in Newmarket. To further reduce costs and improve profitability, LIND is now undertaking more drastic measures across both Head Office and its dealerships, with plans to continue these efforts into 2025. By 2026, LIND expects to be a leaner, more efficient organisation, with improved performance driving a return to group-wide profitability.

During 2024, LIND undertook a significant restructuring to ensure the long-term stability of the group. Actions taken included a planned reduction in its motorcycle operations through the closure of certain branches, primarily in BMW and Harley-Davidson, and the establishment of new dual-franchise partnerships with Ducati and Yamaha. These steps were designed to lower overheads and improve operational efficiency. Several closures aligned with lease expiries, enabling cost-effective exits, while a small number of sites, such as Reading, are in the process of securing new tenants.

To strengthen the group’s financial position, LIND has realigned its funding structure post year-end. The group has successfully increased its term loan facilities, providing greater stability through long-term debt, while correspondingly reducing reliance on short-term, rolling credit lines. As a result, the group’s working capital facility has reduced from £6.5m to £3m, which is expected to be minimally utilised, with an additional £5m of long-term funding secured.

Alongside this refinancing, management continues to take proactive measures to control costs. These include reassessing staffing requirements on a case-by-case basis, exploring outsourcing where cost efficiencies can be achieved, and closely monitoring discretionary expenditure. With anticipated cost increases in 2025, particularly in relation to business rates and employers’ national insurance, these measures will remain a priority.

Within the year, LIND undertook a strategic review of its intercompany balances and took the decision to waive a significant portion of amounts owed between its companies. This step was designed to strengthen the overall group by reducing debt levels across the group and resulted in the write-off of approximately £6m. The purpose was to create a stronger financial foundation and will significantly enhance the profitability of the entities across the group.

The management of the business and the nature of the group's strategy are subject to several risks and uncertainties. The main risks are set out below, however these are not exhaustive.

Competitive risks

There is a healthy appetite for premium automotive offerings. However, business uncertainty, rapidly changing customer behaviours, and technology has meant an increase in the breadth and intensity of competition. Pressure on margins does provide a clear indicator. Our group will remain focused on delivering the highest levels of customer satisfaction. This will include our commitment to competitive pricing, and investment in ensuring the best possible online/retail/ workshop facilities.

Supplier risks

Our group has established healthy, reliable, and trusted supplier relationships. This includes our manufacturers and franchisors. A key risk is the potential loss of a supplier including a franchise. Maintaining a close relationship including clear communication with all key suppliers does mitigate our risks.

General economy and political risk

The group is not immune to the general economic conditions. Brexit, inflation, growing unemployment, fall-out from a Global pandemic, interest rate and exchange rate fluctuations could have a negative impact on the business.

Regulatory compliance risk

The group is subject to regulatory compliance risk by failing to comply with laws, regulations or codes as set by the Health and Safety Executive, Financial Conduct Authority, and local authorities. Non-compliance can lead to fines, and suspension from selling general insurance products.

Management risk

The group is dependent on members of its senior management team and the loss of such individuals could have an adverse effect on the business. Further, failure to attract, develop and retain staff of sufficient calibre could also affect the ability of the business to grow.

Information risk

The group is dependent on the continuous operation of its information technology and computer systems which are vulnerable to damage, system failures, and cyber security threats. Whilst insurance cover is in place, such a disaster could have a detrimental effect on the business.

Financial risk management objectives and policies

In common with other businesses, the group aims to minimise financial risk. The measures used by the directors to manage this risk include the preparation of profit forecasts, regular monitoring of actual performance against these forecasts and ensuring that adequate financing facilities are in place to meet the requirements of the business. Trade debtors are closely monitored to keep the risk of bad debts to a minimum level. Levels of stock are also regularly scrutinised to reduce the risk of slow-moving stocks being held.

The group uses a range of performance measures to monitor business performance. The directors consider that, consistent with the size and non-complex nature of the business, the key performance indicators are those that communicate the financial performance of the business as a whole. These include:

2024 2023

£         £

Turnover             164,912,175    184,106,617

Gross profit              18,969,909     22,924,430

Net profit (loss) before tax      (3,845,319)     1,555,224

Net assets              3,790,271     7,858,346

Total assets              50,128,049     52,294,412

The group also reviews non-financial indicators, particularly those relating to customer satisfaction, manufacturer balanced scorecard performance and changes in employee numbers. Average employee numbers have decreased during 2024 to 259 (2023: 285).

The directors set out their section 172(1) statement in accordance with the Companies Act 2006 in relation to stakeholder engagement for the year ended 31 December 2024. The directors, both individually and together, consider that they have acted in a way they consider, in good faith, would be most likely to promote the success of the group for the benefit of its shareholders as a whole, and in doing so have regard (amongst other matters) to:

• The likely consequences of any decision in the long term are considered carefully so that the image of Lind is not tarnished through poor or rash decisions. In doing so, Lind can position itself as a premium brand operating with high quality brands also.

• The interests of the group's employees are aligned with Lind's goals to make sure every member of the team is a part of the strategy to helps achieve its ambition of delivering excellent customer service whereby customers want to be involved with Lind

• The impact of the group's operations on the community and the environment form an integral part of Lind's growth in that ways to reduce our footprint and become carbon neutral are at the forefront of strategy consideration.

• The need to act fairly as between members of the group so that between the different entities, Lind's goal congruence remains. By having different dealerships pro-actively operate as a unit rather than independently has allowed synergies to develop, helping boost group performance.

The group has a rigorous process to ensure stakeholders are included in the decision-making process. The directors and employees are all included throughout the year with continuous communication and interactions.

Engagement with suppliers, customers and others

Fostering the group’s business relationships with suppliers, customers and others is a key component in the directors' aim to bring sustained long-term growth to the business and shareholder value. This is achieved by:

Suppliers Engaging closely with suppliers via frequent communications, meetings where appropriate,

using fair contract terms, paying promptly and providing safe working conditions.

Customers Maintaining close contact throughout the sale process, the provision of transparent sales

details, responding to customer requests and implementing changes as a result of customer

feedback.

Others        An ever-evolving family business which continues to excel in how it can make a change for the         wider environment. Constantly conscious of its impact on the environment and how it can reduce         its footprint is a key component in the transition to neutrality. Ongoing charitable donations are         part of Lind's heart in giving back to the community and to help those who need it.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2024.

The principal activity of the company and group continued to be that of operating both car and motorbike dealerships.

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £140,000. The directors do not recommend payment of a further dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The group uses various financial instruments which include bank, financial institution and stock loans, cash and various items such as trade debtors and trade creditors that arise directly from operations. The main purpose of these financial instruments is to raise finance for the group's operations. Their existence exposes the group to a number of financial risks.

The main risks arising from the group's financial instruments are liquidity risk, interest rate risk and credit risk. The directors review and agree policies for managing each of these risks which are summarised below.

The group seeks to manage risk by ensuring sufficient liquidity is available to meet foreseeable needs to invest cash assets safely and profitably.

The group's policy throughout the year has been to achieve this objective through the day to day involvement of management in business decisions rather than through setting maximum or minimum liquidity ratios.

The group finances its operations through a mixture of bank and other external borrowings. The group's exposure to interest rate fluctuations on its borrowings is managed by the use of fixed and floating facilities. The balance sheet includes trade debtors and creditors which do not attract interest and are therefore subject to fair value interest rate risk.

The group's principal financial assets are cash and trade debtors. The credit risk associated with cash is limited as the counterparties have high credit ratings assigned by international credit-rating agencies. The principal credit risk therefore arises from its trade debtors.

In order to manage credit risk, the directors set credit limits for customers based on a combination of payment history and third party credit references. Credit limits are reviewed by the finance director on a regular basis in conjunction with debt ageing and collection history.

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

The audit business of UHY Hacker Young Manchester LLP was acquired by Cooper Parry Group Limited on 30 September 2024. UHY Hacker Young Manchester LLP has resigned as auditor and Cooper Parry Group Limited has been appointed in its place.

The auditor, Cooper Parry Group Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

This section includes our mandatory reporting of energy and greenhouse gas emissions for the period 1 January 2024 to 31 December 2024, pursuant to the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, implementing the government’s Streamlined Energy and Carbon Reporting (SECR) policy.

Our methodology to calculate our greenhouse gas emissions is based on the 'Environmental Reporting Guidelines: Including streamlined energy and carbon reporting guidance (March 2019)’ using DESNZ's 2023 conversion factors. In some cases, consumption has been extrapolated from available data or direct comparison made to a comparable period.

We report using a financial control approach to define our organisational boundary. We have reported all material emission sources required by the regulations for which we deem ourselves to be responsible and have maintained records of all source data and calculations.

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per employee, the recommended ratio for the sector.

During the reporting period, all new company cars purchased have been EVs.

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

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

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments and engagement with key stakeholders.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Lind Group Holding Company Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2024 and of the group's 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.

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 FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 directors with respect to going concern are described in the relevant sections of this report.

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 directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us 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; 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.

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

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.

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.

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, we considered the following:

• the nature of the industry and sector, control environment and business performance

• any matters we identified having obtained and reviewed the group's documentation of their policies and procedures relating to:

  • identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance,

  • detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

• the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; and

• the matters discussed among the audit engagement team and involving relevant internal specialists, including tax, and industry specialists regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: valuation of used vehicle stocks and recognition of supplier incentives. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks the group operates in, focussing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. These included the company's FCA regulatory requirements.

Audit response to risks identified

Our procedures to respond to risks identified included the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

• enquiring of management and those charged with governance concerning actual and potential litigation claims;

• in addressing the risk of fraud through inappropriate valuation of used vehicle inventory, assessing net realisable value of stock items sold after the year end was above cost or assessing their value with reference to third party data sources if unsold;

• in addressing the risk of fraud through inappropriate recording of supplier incentives, ensuring amounts recorded as due were then subsequently acknowledged as such by the supplier;

• in assessing the risk of fraud through management override of controls, testing the appropriateness of journal entries and assessing whether judgements made in making accounting estimates are indicative of potential bias.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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.

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 £718,397 (2023 - £61,917 loss).

Lind Group Holding Company Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Brook Farm, 5 Oak Green Road, Tonbridge, Kent, TN11 0QN.

The group consists of Lind Group Holding Company Limited and all of its subsidiaries.

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

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’: Carrying amounts, interest, income/expense and net gains/losses for each category of financial instrument; basis of determining fair values;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The consolidated group financial statements consist of the financial statements of the parent company Lind Group Holding Company Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Following the 2024 performance review, LIND undertook a restructuring of its management team, reducing the number of members from eight to five. Roles were reassessed and reappointed as necessary, resulting in significant payroll savings of approximately £250k per annum. As part of this process, a substantial portion of HR activities was outsourced, generating a net annual saving of £75k, which will be fully realised from 2025 onwards.

Further efficiencies have been identified within the data team, where operations are planned to be fully outsourced. This will reduce in-house staff to zero, delivering a net saving of just over £100k, while also providing access to enhanced data capabilities through the external provider.

A group-wide headcount review was undertaken at the end of 2025 to both reduce payroll costs and ensure leaner operations. Benchmark analysis identified certain areas with excess staffing, and the plan aims to streamline these functions. The objective is to deliver payroll savings of approximately £750k, contributing to a total targeted saving of £1m across payroll in 2025.

LIND has also worked closely with its procurement agent to review supplier arrangements, ensuring all contracts are aligned under the most competitive terms and consolidated with single suppliers where possible to maximise group-wide discounts.

Since 2023, Lombard has played a key role as a funding partner, providing a £2m facility specifically for bike financing. This support has been critical in 2024, as Lombard has been able to fund bikes that exceeded manufacturer terms or became overage, thereby preserving cash within the business and enabling LIND to manage its stock more effectively.

To further strengthen its financial position, LIND realigned its funding structure post year-end. The company increased its term loan facilities, improving long-term stability while reducing reliance on short-term, rolling credit. Consequently, the group’s working capital facility was reduced from £6.5m to £3, expecting to be minimally utilised, while securing an additional £5m of long-term funding.

As of now, LIND’s loan obligations consists of two facilities: the property loan on Porsche Centre Norwich, which began trading in 2021 and has been highly successful, with less than £3m remaining; and the newly agreed £5m long-term loan, structured over a 10-year repayment period. Together, these provide LIND with a £3m working capital facility to help navigate industry seasonality and broader economic uncertainty, while securing a stronger long-term funding base.

Therefore at the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Sales of motor vehicles, parts and accessories are recognised on the earlier of full payment by, or delivery date to, the customer. Any other manufacturer income in relation to achieving targets is recognised on an accrual basis. Servicing revenue is recognised on the completion of the agreed work.

Turnover from commission's receivable is recognised when the amount can be reliably measured and it is probable that the company will receive the consideration.

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. All goodwill has been fully amortised.

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

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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:

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

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

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 profit and loss account.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Consignment stock

Under supply agreements with each manufacturer, the group has access to consignment stock during a consignment period. Where the nature of these supply agreements transfers the risks and rewards to the group, which in substance gives the group control over the stock during the consignment period and liabilities in respect of holding costs, the group recognises these stocks in the Balance Sheet together with the equivalent liability.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

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, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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.

Basic financial liabilities, including creditors, bank loans, 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.

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.

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

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.

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

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

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

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

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

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

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Consignment vehicles are recognised on the balance sheet when the significant risks and rewards of ownership have passed to the group even though legal title has not yet passed. The corresponding liability is included within creditors: amounts falling due within one year.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The annual depreciation change for tangible and intangible assets is sensitive to changes in the estimated

useful economics lives and residual values of assets. The useful economic lives and residual values are reassessed annually. They are amended where necessary to reflect current estimates.

Stock valuation is regularly monitored against age profile and market demand. Management use a number of market tools during the appraisal process including CAP valuation guides. The directors maintain oversight of ageing stock profiles and a monthly review of any provision required is performed.

All turnover arose within the United Kingdom.

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

Their aggregate remuneration comprised:

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

Included within freehold land and buildings is land which is not depreciated amounting to £1,625,000 (2023: £1,625,000).

Details of the company's subsidiaries at 31 December 2024 are as follows:

Registered office addresses (all UK unless otherwise indicated):

During the period an impairment reversal of £122,452 (2023: loss of £135,857) was recognised against stock.

All vehicle stock is pledged as security for the group's vehicle funding and bank facilities.

Included within vehicle stock are consignment vehicles amounting to £11,467,583 (2023: £11,133,409).

Vehicle funding of £17,646,844 (2023: £16,066,901) included within trade creditors is secured directly over the vehicles to which it relates.

Included within trade creditors is consignment vehicle funding amounting to £11,467,583 (2023: £11,133,409).

The bank loans are secured by a general fixed and floating charge over the assets of the group, and a guarantee from Lind Group Holding Company Limited, the parent company.

The interest rate charged on bank loans totaling £3,064,728 (2023: £3,737,825) was 2.40% over base rate. The loan is repayable in 110 equal monthly instalments and is due to be fully repaid in 2029.

The other borrowing balance is a rolling credit facility with VW for an overdraft of £6,401,988 (2023: £5,450,434).

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

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.

At the year end there was a total of £57,200 (2023: £53,561) in contributions due to be paid to the fund.

All shares hold the same rights.

The other reserve relates to the reorganisation of the group in a previous year.

Includes all current and prior period retained profits and losses, less dividends paid.

The company has provided a guarantee for bank loans within its subsidiary company Lind AG Limited.

At the statement of financial position date the potential liability under this guarantee for the company was £9,466,716 (2023: £9,188,259).

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:

Amounts contracted for but not provided in the financial statements:

The company has taken advantage of the exemptions available under FRS 102 whereby transactions with wholly owned subsidiary undertakings do not have to be disclosed.

During the year, the group rented premises from the director's close family under a formal lease agreement and paid rent totalling £1,117,871 (2023: £1,072,802).

During the year, the group sold goods for £338,630 (2023: £887,026) to a director and their immediate family. The group purchased goods for £501,000 (2023: £1,023,602) from a director and their immediate family.

During the year, consultancy fees of £7,800 (2023: £22,800) were paid to a director of the company, through a connected limited company.

At year end a balance for £36,137 (2023: £36,137) was owed to a related party under common directorship and a balance for £104,500 (2023: £104,500) was owed from the director's close family.

The closing Directors loan balance below is included within other creditors at year end.

The ultimate controlling party is R B Dacre by virtue of his majority shareholding.