ACCOUNTS - Final Accounts

An analysis of turnover by class of business is as follows:

Registered number: 01304936

MINI SPARES CENTRE LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

MINI SPARES CENTRE LIMITED

CONTENTS

	Page
Company information	1
Strategic report	2 - 3
Directors' report	4
Directors' responsibilities statement	5
Independent auditor's report	6 - 9
Profit and loss account	10
Balance sheet	11
Statement of changes in equity	12
Notes to the financial statements	13 - 25

MINI SPARES CENTRE LIMITED

COMPANY INFORMATION

Directors	K Dodd
	S M Dodd
	J T Jeffery
	N L Jeffery


Company secretary	N L Jeffery


Registered number	01304936


Registered office	Units 12 & 13 Cranborne Industrial Estate
	Cranborne Road
	Potters Bar
	Hertfordshire
	EN6 3JN


Independent auditor	Blick Rothenberg Audit LLP
	Chartered Accountants & Statutory Auditor
	16 Great Queen Street
	Covent Garden
	London
	WC2B 5AH

Page 1

MINI SPARES CENTRE LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

Business review

The principal activity of the company continued to be that of retailing of motor vehicle spare parts. The company continued to fully focus on supplying only the best quality parts available.

2025 has been a relatively successful year, as the company continues to concentrate its efforts on maintaining its market share within the industry.

The directors are highly satisfied with the performance for the year, especially bearing in mind the continued struggles with distribution as a result of the United Kingdom's departure from the European Union. The directors sought appropriate logistics partners and advise on the customs rules to mitigate these struggles.

Current operating results duly reflect the management's strategy, focus and intention to achieve an efficient operation at the lowest possible overhead, as we look forward to maintain the company's current performance levels.

Principal risks and uncertainties

The company's operation exposes it to a variety of financial risks. The company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the company by monitoring the levels of financial risk.

Foreign exchange risk

While the greater part of the company's revenues and expenses are denominated in Sterling, the company is exposed to some foreign exchange risk in the normal course of business, principally purchases in Euros and US Dollars. The company uses foreign currency bank accounts to assist in the hedge of foreign currency exposure as necessary.

Credit risk

The company has implemented policies that require appropriate credit checks on potential customers before credit sales are made. The amount of exposure to individual customers is subject to a limit that is reassessed regularly by the finance department.

Liquidity risk

The company does not currently carry any debt as there are sufficient available funds to carry on operations and any planned expansions.

Business performance risk

The directors manage the risk that the company may not perform as expected due to internal factors or external pressures, including risk relating to the cost of living crisis. These risks have been managed by ensuring the appropriate teams are in place, financial controls are operating effectively, prices are being monitored, response times are fast and strong relationships are maintained with customers and suppliers.

Page 2

MINI SPARES CENTRE LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Financial key performance indicators

The directors are of the opinion that the relevant key performance indicator for an assessment and measurement of the company's performance and financial position is revenue, which is shown on the profit and loss account. The overall revenue has decreased by 1% to £16,423,309 (2024: £16,590,714). The directors have continued to focus on pricing and cost control to deliver a better than expected profit.

At the balance sheet date, the company had a net asset value on the balance sheet of £16,947,662 (2024: £16,717,481).

Other key performance indicators

The company relies on its staff knowledge of classic Minis to maintain the high level of service it provides to customers. Employees are recruited only through channels that facilitate this, such as word-of-mouth. The directors believe the company has relatively high retention of staff due to the employees' passion for classic Minis.

Future developments

In 2026, the company will continue to concentrate its efforts on maintaining market share and streamlining position within the industry, whilst providing high level of service to its existing clients in the UK and overseas markets.

This report was approved by the board and signed on its behalf.

N L Jeffery

Director

Date: 29 June 2026

Page 3

MINI SPARES CENTRE LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their report and the financial statements for the year ended 31 December 2025.

Results and dividends

The profit for the year, after taxation, amounted to £474,263 (2024 - £818,118).

A dividend of £244,082 (2024: £244,082) was declared and paid in the financial year.

Directors

The directors who served during the year were:

K Dodd

S M Dodd

J T Jeffery

N L Jeffery

Matters covered in the strategic report

As permitted by s414c(11) of the Companies Act 2006, the directors have elected to disclose information, required to be in the directors' report by Schedule 7 of the 'Large and Medium-sized Companies and Group (Accounts and Reports) Regulations 2008', in the strategic report.

Disclosure of information to auditor

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This report was approved by the board and signed on its behalf.

N L Jeffery

Director

Date: 29 June 2026

Page 4

MINI SPARES CENTRE LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2025

The directors are responsible for preparing the strategic report, the directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the company's financial statements and then apply them consistently;

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

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

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

Page 5

MINI SPARES CENTRE LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MINI SPARES CENTRE LIMITED

FOR THE YEAR ENDED 31 DECEMBER 2025

Opinion

We have audited the financial statements of Mini Spares Centre Limited (the 'company') for the year ended 31 December 2025, which comprise the profit and loss account, the balance sheet, the statement of changes in equity and the related notes, including a summary of 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 company's affairs as at 31 December 2025 and of its profit 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 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.

Page 6

MINI SPARES CENTRE LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MINI SPARES CENTRE LIMITED (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

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.

Opinion on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its 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, or returns adequate for our audit have not been received from branches not visited by us; or

∙the 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.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 5, 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 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 company or to cease operations, or have no realistic alternative but to do so.

Page 7

MINI SPARES CENTRE LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MINI SPARES CENTRE LIMITED (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

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.

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:

∙the engagement partner ensured that the engagement team collectively had the appropriate competence,
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

∙we identified the laws and regulations applicable to the company through discussions with directors and
other management, and from our commercial knowledge and experience of the company's sector;

∙we focused on specific laws and regulations which we considered may have a direct material effect on
the financial statements or the operations of the company, including the Companies Act 2006, taxation
legislation, employment and health and safety legislation;

∙we assessed the extent of compliance with the laws and regulations identified above through making
enquiries of management and inspecting legal correspondence; and

∙identified laws and regulations were communicated within the audit team regularly and the team
remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including
obtaining an understanding of how fraud might occur, by:

∙making enquiries of management as to where they considered there was susceptibility to fraud, their
knowledge of actual, suspected and alleged fraud; and

∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and
regulations.

To address the risk of fraud through management bias and override of controls, we:

∙performed analytical procedures to identify any unusual or unexpected relationships;

∙tested a sample of journal entries to identify unusual transactions; and

∙investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

∙agreeing financial statement disclosures to underlying supporting documentation; and

∙enquiring of management as to actual and potential litigation and claims.

There are inherent limitations in our audit procedures described above. The more removed that laws and
regulations are from financial transactions, the less likely it is that we would become aware of non-compliance.
Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations
to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if
any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they
may involve deliberate concealment or collusion.

Page 8

MINI SPARES CENTRE LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MINI SPARES CENTRE LIMITED (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: 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.

Darsh Shah (senior statutory auditor)

for and on behalf of

Blick Rothenberg Audit LLP

Chartered Accountants

Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH

Date:

29 June 2026

Page 9

MINI SPARES CENTRE LIMITED

PROFIT AND LOSS ACCOUNT

FOR THE YEAR ENDED 31 DECEMBER 2025

	2025	2024
Note	£	£


Turnover	3	16,423,309	16,590,714
Cost of sales		(11,832,006)	(11,897,062)
Gross profit		4,591,303	4,693,652
Administrative expenses		(4,094,177)	(3,827,012)
Operating profit	4	497,126	866,640
Interest receivable and similar income	8	136,238	233,036
Interest payable and similar expenses	9	-	(200)
Profit before taxation		633,364	1,099,476
Tax on profit	10	(159,101)	(281,358)
Profit for the financial year		474,263	818,118

There are no items of other comprehensive income for either the year or the prior year other than the profit for the year. Accordingly, no statement of other comprehensive income has been presented.

Page 10

REGISTERED NUMBER:01304936

MINI SPARES CENTRE LIMITED

BALANCE SHEET

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	12		2,828,549		2,862,603
			2,828,549		2,862,603
Current assets
Stocks	13	7,016,211		6,029,354
Debtors: amounts falling due within one year	14	7,419,225		5,831,081
Cash at bank and in hand	15	3,818,969		6,025,008
		18,254,405		17,885,443
Creditors: amounts falling due within one year	16	(4,033,853)		(3,925,589)
Net current assets			14,220,552		13,959,854
Total assets less current liabilities			17,049,101		16,822,457
Provisions for liabilities
Deferred taxation		(101,439)		(104,976)
			(101,439)		(104,976)
Net assets			16,947,662		16,717,481

Capital and reserves
Called up share capital	18	100	100
Profit and loss account	19	16,947,562	16,717,381
Total equity		16,947,662	16,717,481

The financial statements were approved and authorised for issue by the board and were signed on its behalf by

N L Jeffery

Director

Date: 29 June 2026

Page 11

MINI SPARES CENTRE LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2024	100	16,143,345	16,143,445
Comprehensive income for the year
Profit for the financial year	-	818,118	818,118
Total comprehensive income for the year	-	818,118	818,118
Dividends: Equity capital	-	(244,082)	(244,082)
Total transactions with owners	-	(244,082)	(244,082)

At 31 December 2024 and 1 January 2025	100	16,717,381	16,717,481
Comprehensive income for the year
Profit for the financial year	-	474,263	474,263
Total comprehensive income for the year	-	474,263	474,263
Dividends: Equity capital	-	(244,082)	(244,082)
Total transactions with owners	-	(244,082)	(244,082)
At 31 December 2025	100	16,947,562	16,947,662

Page 12

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

The company is a private company limited by shares and incorporated in England and Wales. The address of its registered office and principal place of business is Unit 12 & 13, Cranborne Industrial Estate, Cranborne Road, Potters Bar, Hertfordshire, EN 6 3JN.

The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies.

The following principal accounting policies have been applied:

2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Mini Spares Limited as at 31 December 2024 and these financial statements may be obtained from Companies House.

2.3

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Page 13

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.4

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'admin expenses'.

2.5

Revenue

Revenue 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. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the company has transferred the significant risks and rewards of ownership to the buyer;

∙the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the company will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Page 14

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.6

Financial instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the company becomes 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 company after deducting all of its liabilities.

The company’s policies for its major classes of financial assets and financial liabilities are set out below.

Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financings are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.

Financial liabilities

Basic financial liabilities, including trade and other creditors, loans from fellow group companies 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

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

Impairment of financial assets

Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

Page 15

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

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.

Derecognition of financial assets and financial liabilities

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

2.7

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.8

Interest income

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

2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount.

2.10

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

Page 16

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.11

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

2.12

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:

Freehold property	-	2% straight-line
Short-term leasehold property	-	over the remaining length of the lease
Plant and machinery	-	25% straight-line
Motor vehicles	-	25% straight-line
Computer equipment	-	25% straight-line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an 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 profit or loss.

Page 17

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.14

Cash at bank

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

2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

2.16

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

	Sale of goods	16,423,309	16,590,714

Analysis of turnover by country of destination:

					2025	2024
					£	£

United Kingdom	6,257,295	6,017,058
Europe	5,435,340	5,510,137
Rest of the world	4,730,674	5,063,519
	16,423,309	16,590,714

Page 18

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Depreciation	117,740	164,911
Foreign exchange differences	3,975	3,707
Operating lease rentals	126,173	56,700
Defined contribution pension cost	87,205	87,089

5.	Auditor's remuneration
		2025	2024
		£	£

Fees payable to the company's auditor for the audit of the company's financial statements

33,000

31,500

The company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the ultimate parent company.

Wages and salaries	2,157,143	2,057,000
Social security costs	269,675	225,250
Cost of defined contribution scheme	87,205	87,089
	2,514,023	2,369,339

The average monthly number of employees, including the directors, during the year was as follows:

	2025	2024
	No.	No.

Management	5	5
Administration	5	4
Sales	17	17
Warehouse	23	22

	50	48

Page 19

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

7.	Directors' remuneration
		2025	2024
		£	£

Directors' emoluments	590,828	577,868
	590,828	577,868

	The highest paid director received remuneration of £233,091 (2024 - £230,172).
	The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2024 - £NIL).

8.	Interest receivable and similar income
		2025	2024
		£	£


	Other interest receivable	136,238	233,036

9.	Interest payable and similar expenses
		2025	2024
		£	£

Other interest payable

200

Corporation tax
Current tax on profits for the year	162,638	286,918
	162,638	286,918

Total current tax	162,638	286,918

Deferred tax
Origination and reversal of timing differences	(3,537)	(5,560)
Total deferred tax	(3,537)	(5,560)


	Tax on profit	159,101	281,358

Page 20

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

10.Taxation (continued)

Profit on ordinary activities before tax

633,364

1,099,477

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	158,341	274,869
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	887	1,521
Capital allowances for year in excess of depreciation	3,410	17,453
Other differences leading to an decrease in the tax charge	-	(6,925)
Deferred Tax	(3,537)	(5,560)
Total tax charge for the year	159,101	281,358

Factors that may affect future tax charges

There are no factors that may affect future tax charges.

11.	Dividends
		2025	2024
		£	£

Dividends on equity shares

244,082

Page 21

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.	Tangible fixed assets

	Freehold property	Short-term leasehold property	Plant and machinery	Motor vehicles	Computer equipment
	£	£	£	£	£
Cost
At 1 January 2025	3,024,838	264,246	321,255	315,843	171,288
Additions	-	-	-	83,686	-
At 31 December 2025	3,024,838	264,246	321,255	399,529	171,288
Depreciation
At 1 January 2025	295,308	264,246	307,569	197,643	170,101
Charge for the year	49,103	-	7,920	60,321	396
At 31 December 2025	344,411	264,246	315,489	257,964	170,497
Net book value
At 31 December 2025	2,680,427	-	5,766	141,565	791
At 31 December 2024	2,729,530	-	13,686	118,200	1,187
					Total
					£
Cost
At 1 January 2025					4,097,470
Additions					83,686
At 31 December 2025					4,181,156
Depreciation
At 1 January 2025					1,234,867
Charge for the year					117,740
At 31 December 2025					1,352,607
Net book value
At 31 December 2025					2,828,549
At 31 December 2024					2,862,603

Page 22

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.Tangible fixed assets (continued)

The net book value of land and buildings may be further analysed as follows:
	2025	2024
	£	£

	Freehold	2,680,427	2,729,530

13.	Stocks
		2025	2024
		£	£

Finished goods and goods for resale	7,016,211	6,029,354
	7,016,211	6,029,354

14.

Debtors

					2025	2024
					£	£


Trade debtors	809,460	639,277
Amounts owed by group undertakings	6,349,474	4,967,184
Other debtors	111,055	107,747
Prepayments and accrued income	110,858	116,873
Tax recoverable	38,378	-
	7,419,225	5,831,081

15.	Cash and cash equivalents
		2025	2024
		£	£

	Cash at bank and in hand	3,818,969	6,025,008

Page 23

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

16.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Trade creditors	960,547	761,401
Amounts owed to group undertakings	1,690,406	1,685,538
Corporation tax	-	27,432
Other taxation and social security	53,341	45,900
Other creditors	1,253,647	1,333,536
Accruals and deferred income	75,912	71,782
	4,033,853	3,925,589

Amounts owed to group undertakings are interest free, have no fixed repayment date and are repayable on demand.

17.	Deferred taxation

		2025
		£

	At beginning of year	104,976
	Charged to the profit and loss	(3,537)
	At end of year	101,439

The provision for deferred taxation is made up as follows:
	2025	2024
	£	£

Other timing differences

101,439

104,976

18.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

100 (2024 - 100) Ordinary shares of £1.00 each	100	100

Page 24

MINI SPARES CENTRE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

19.

Reserves

Profit and loss account

The profit and loss account includes all cumulative retained profits and losses.

20.	Pension commitments

The company operates a defined contribution pension scheme. The pension cost charge for the year was £87,205 (2024: £87,089) and £7,780 (2024: £7,267) was outstanding at the balance sheet date. The directors pension charge included in the above for the year was £nil (2024: £nil).

Not later than 1 year	102,069	24,927
Later than 1 year and not later than 5 years	198,852	72,625
	300,921	97,552

22.

Related party transactions

The company has taken advantage of the exemption contained in Section 33 of FRS 102 “Related Party Disclosures” from disclosing transactions with entities which are part of the group, since 100% of the voting rights in the company are controlled within the group.

At the balance sheet date the company owed £1,140,195 (2024: £1,221,104) to a director. All transactions are at arm's length and the outstanding balance is interest free and repayable on demand.

23.	Ultimate parent undertaking and controlling party

The immediate parent undertaking is Mini Spares Centre Holdings Limited.

The parent undertaking of the smallest group for which consolidated financial statements are drawn up and of which the company is a member is Mini Spares Limited, whose registered office is at Units 12 & 13 Cranborne Industrial Estate, Cranborne Road, Potters Bar, Hertfordshire, United Kingdom, EN6 3JN. Copies of these group financial statements are available to the public from its registered office.

The ultimate parent company is Mini Spares Limited.

In the opinion of the directors, the company has no ultimate controlling party.

Page 25