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Registered number: 13746196
| ANNUAL REPORT AND FINANCIAL STATEMENTS
| FOR THE YEAR ENDED 31 MARCH 2026
| AUTOGUARD GROUP LIMITED
AUTOGUARD GROUP LIMITED |  |
COMPANY INFORMATION
Directors | R J Dockerill
| A H May-Khalil
| S J Hutt
| J Wade
| A D S Bowden (appointed 22 December 2025)
Registered number | 13746196
Registered office | Building 5 Archipelago Office Park
| Lyon Way
| Frimley
| Camberley
| Surrey
| GU16 7ER
Independent auditor | Menzies LLP
| Chartered Accountants & Statutory Auditor
| 2nd Floor, Origin One
| 108 High Street
| Crawley
| RH10 1BD
AUTOGUARD GROUP LIMITED |  |
CONTENTS
| Page
Group strategic report | 1 - 3
Directors' report | 4 - 5
Independent auditor's report | 6 - 9
Consolidated statement of comprehensive income | 10
Consolidated statement of financial position | 11 - 12
Company statement of financial position | 13
Consolidated statement of changes in equity | 14
Company statement of changes in equity | 15
Consolidated statement of cash flows | 16 - 17
Consolidated analysis of net debt | 18
Notes to the financial statements | 19 - 39
AUTOGUARD GROUP LIMITED |  |
GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 MARCH 2026 The directors present the Strategic report for the year ended 31 March 2026.
Fair review of the business
Autoguard Group Ltd derives its income from the provision of non-regulated service and maintenance plans and regulated motor vehicle warranties to the automobile industry across the UK and Internationally, as well as directly to individuals in the UK. The service and maintenance plans, and warranties are designed to cover repair costs in the event that the vehicle suffers a breakdown during the period of cover, to ensure our customers remain mobile. The sales are made either directly to customers via our online platform or by a dedicated sales team via a network of motor dealers and OEM’s. The principal activity of Autoguard Group Ltd is the provision of administration services, repair requests and claims handling, and the management of all products, ensuring all services and support are to the high standard expected by our customers, both in the UK and Internationally. The business runs its own proprietary CRM IT system across all UK and international markets; we consider this to be a competitive differentiator and continue to invest in its development e.g. building in multi-currency capability. Our in-house administration and claims teams ensure services are provided to a clear and auditable standard.
Business performance
The international business has been moved out of Autoguard Warranties Ltd and is now operated through a branch of the Group in the UAE — Autoguard Group Ltd - UAE Branch. While this branch is fully controlled and managed by the Group, it is not a separate legal entity, but rather an extension of Autoguard Group Ltd operating overseas. Autoguard Group Ltd has experienced an excellent year of business performance across all areas of its operations. Turnover has increased by 36% (£7.1m). Gross Profit Margin has decreased by 2.6% (to 34 %) reflecting change in product mix. In the UK turnover grew by 27.6% with our non-regulated dealer business growing by 17% despite a challenging used car market. At our direct-to-consumer business (Best4) turnover grew by over 200%, reinforcing our view that consumers are keeping their cars longer and are showing an increasing demand for warranties and service and maintenance plans. We have continued to invest in our international business, growing the staff in our UAE branch office and expanding our overseas relationships with major OEM brands and large independent automotive companies and that has resulted in Rest of the World revenue growth of 127% (to £3.9m). We see significant opportunity for further international growth and post year-end have opened an office in Kuala Lumpur, Malaysia, to drive business in far east markets. Administrative costs have increased as we continue to invest in people, processes and IT. We have increased the size of our international sales and claims & administration personnel to support the local markets. As well as investing in international expansion, Autoguard Warranties Ltd has purchased the remaining 20% not already owned of Warranty Administration Services Ltd and acquired 20% of the Archipelago Cell – a cell captive part of Falcon Insurance PCC Ltd. In line with our growth across the Group, our employee numbers increased from 76 to 83 during the year, enforcing our commitment to grow our workforce to ensure continued success for the future. We continue to invest in the wellbeing and training of all our employees. As well as the Group continuing to perform strongly from a trading perspective, the cash position remains strongly positive, and the balance sheet has been strengthened. Our relationship with our business partners and insurers continues to be strong in all markets and the directors are confident that the business is well positioned for future profitable growth. The strong trading performance is reflected in the reported EBITDA of £1.9m an increase of £0.7m on last year and a net cash balance of £7.2m, which is £3.8m higher than last year’s position. Page 1
AUTOGUARD GROUP LIMITED |  |
GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2026
Principal risks and uncertainties
The directors consider the principal risks and uncertainties facing the business to be: Credit Credit risk is the risk that a customer or provider fails to perform its financial obligations. The Company's principal financial assets are bank balances, trade and other debtors. The Company's exposure to credit risk is mitigated by the large numbers of individual motor dealers in their network. In addition, the financial position of the Company is continually reviewed to limit any risk. Our credit control in the UK is excellent and we have very little overdue debt. Liquidity Liquidity risk is the risk that the Company is unable to meet its financial obligations as they fall due. The Company's exposure to liquidity risk is mitigated by the regular review of cash forecasts, actual cash flows and ensuring adequate cash reserves. There is also regular analysis of loss ratios to ensure adequate funds remain in place for future repair request and claims. Compliance Regulatory changes are always a challenge in this industry, and the Company ensures that preparations are made in the background to ensure business continuity should any regulatory changes be imposed. Autoguard Warranties Ltd has been subject to an HMRC VAT review for the years 21/22. This is still ongoing and may result in an assessment in due course. Commercial Commercial risks include economic conditions and competition factors that may impact the Company's financial performance. The Company regularly reviews and, where appropriate, updates its warranty and service and maintenance plan terms to ensure they meet changing requirements of customers and their vehicles. This includes competitive pricing and reviews of products. The Company is fully aware of economic conditions and regularly reviews key financial performance indicators to identify any emerging trends. Objectives, policies and processes for managing risks arising from non-regulated contracts The Group’s objective in managing risks from non-regulated contracts is to ensure the continued fulfilment of obligations under non-regulated administration services and service & maintenance plans, while maintaining financial stability. The Group implements robust pricing, operational, and reserving policies to address its risk exposure for these contracts. Key policies include: •Maintaining the positive customer outcomes are at the centre of decision making •Reviewing and adjusting non-regulated contract pricing based on historical repair/service request data •Maintaining adequate reserves to meet expected future obligations for non-regulated contracts •Monitoring live contract performance across non-regulated products and regions •Conducting due diligence on dealer partners to reduce fraudulent repair/service request exposure Page 2
AUTOGUARD GROUP LIMITED |  |
GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2026 Methods used to manage those risks The Group mitigates its exposure through a combination of internal controls and operational processes: •Experienced in-house handlers validate and authorise repair/service requests against strict criteria for non-regulated products •Proactive fraud detection and case monitoring for non-regulated business •Regular performance reviews of non-regulated products and customer experience metrics •Segregation of dealer funds and customer contract provisions for non-regulated risk management and solvency Risk management procedures are reviewed by senior management and adjusted as needed in response to evolving market or operational factors. Exposure to risk on non-regulated contracts The primary risk is that the cost or frequency of repair/service requests exceeds expectations. This is managed through detailed modelling, contract structuring, regular dealer fund reviews, and conservative provisioning based on historic performance. Concentrations of non-regulated risk Risk is well diversified across a wide portfolio of vehicle types, customers and geographic markets. No individual dealer or customer represents a significant concentration of exposure. Actual claims compared with previous estimates Activity during the year was in line with management’s estimates, reflecting growth in volumes and observed inflation in average cost per repair/service request. The provision model is reviewed regularly to ensure appropriate matching of income and liabilities. Market risk The Group is exposed to changes in the cost of repairs, parts, and labour which may affect profitability of non-regulated products. This is managed through frequent reviews of average costs and by adjusting contract pricing where appropriate. Currency exposure is limited due to the majority of transactions being denominated in GBP. Where we have foreign currency revenue we usually also have foreign currency costs.
Key performance indicators
2026 2025 Turnover £26,977,318 £19,798,050 EBITDA £1,941,910 £1,199,451 The above are deemed the most relevant KPIs by the directors. These are discussed throughout this report. This report was approved by the board and signed on its behalf.
R J Dockerill Director
Date: 7 August 2026
Page 3
AUTOGUARD GROUP LIMITED |  |
DIRECTORS' REPORT FOR THE YEAR ENDED 31 MARCH 2026 The directors present their report and the financial statements for the year ended 31 March 2026.
Directors' responsibilities statement
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 the Group 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 for the Group's financial statements 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; and ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Results and dividends
The profit for the year, after taxation and minority interests, amounted to £1,243,817 (2025 - £549,846). Ordinary dividends were paid amounting to £Nil (2025 - £Nil). Post balance sheet date the company received a dividend of £662,500 from Autoguard Warranties Limited and paid out a dividend of £662,500 to shareholders.
Directors
The directors who served during the year were:
R J Dockerill
A H May-Khalil
S J Hutt
J Wade
A D S Bowden (appointed 22 December 2025)
Matters covered in the Group strategic report
The Company has chosen in accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out in the Company's strategic report information required by the Schedule 7 of the Large and Medium-sized companies and Groups (Accounts and Reports) Regulation 2008 it must be stated in the Director's Report that it has done so. This includes information that would have been included in the business review, the principal risks and uncertainties and future developments. Page 4
AUTOGUARD GROUP LIMITED |  |
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2026
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 and the Group'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 and the Group's auditor is aware of that information.
Auditor
Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier. This report was approved by the board and signed on its behalf.
R J Dockerill Director
Date: 7 August 2026
Page 5
AUTOGUARD GROUP LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AUTOGUARD GROUP LIMITED
Opinion
We have audited the financial statements of Autoguard Group Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2026, which comprise the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial position, the Consolidated statement of changes in equity, the Company statement of changes in equity, the Consolidated statement of cash flows, and the Consolidated analysis of net debt 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 Group's and of the Parent Company's affairs as at 31 March 2026 and of the Group's 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 Group 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 Group's or the 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. Page 6
AUTOGUARD GROUP LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AUTOGUARD GROUP LIMITED (CONTINUED)
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 Group 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 Group 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 Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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.
Responsibilities of directors
As explained more fully in the Directors' responsibilities statement set out on page 4, 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 Group's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so. Page 7
AUTOGUARD GROUP LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AUTOGUARD GROUP LIMITED (CONTINUED)
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 Group 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 Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant: −The Companies Act 2006; −Financial Reporting Standard 102; −UK employment legislation; −UK tax legislation; −The Financial Conduct Authority regulations; −UK health and safety legislation; and −General Data Protection Regulations. ∙We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. ∙We understood how the Group is complying with those legal and regulatory frameworks by, making inquiries to management and those responsible for legal and compliance procedures. We corroborated our inquiries through our review of relevant documentation. ∙The Group engagement partner assessed whether the Group engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area. ∙We assessed the susceptibility of the Group financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included; −Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud; −Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; −Challenging assumptions and judgements made by management in its significant accounting estimates; and −Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations. ∙As a result of the above 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: −The application of inappropriate judgements or estimation to manipulate the Group's financial position; −Posting of unusual journals and complex transactions; −The use of management override of controls to manipulate results, or to cause the Group to enter into transactions not in its best interests; and −The misrepresentation of revenue to enable staff and consultants to receive commission payments that are not warranted by actual sales. Page 8
AUTOGUARD GROUP LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AUTOGUARD GROUP LIMITED (CONTINUED) Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. 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. Anna Johnston FCA (Senior statutory auditor) for and on behalf of Menzies LLP Chartered Accountants & Statutory Auditor 2nd Floor, Origin One 108 High Street Crawley RH10 1BD 7 August 2026 Page 9
AUTOGUARD GROUP LIMITED |  |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 MARCH 2026
| 2026 | 2025
Note | £ | £
Turnover | 4 | 26,977,318 | 19,798,050
Cost of sales |  | (17,848,626) | (12,592,049)
Gross profit |  | 9,128,692 | 7,206,001
Administrative expenses |  | (7,625,350) | (6,173,717)
Other operating income | 5 | 287,536 | 51,834
Operating profit | 6 | 1,790,878 | 1,084,118
Interest receivable and similar income | 10 | 64,444 | 24,014
Interest payable and similar expenses | 11 | (6,353) | (2,997)
Profit before taxation |  | 1,848,969 | 1,105,135
Tax on profit | 12 | (555,111) | (495,864)
Profit for the financial year |  | 1,293,858 | 609,271
Profit for the year attributable to: |  |  |
Non-controlling interests |  | 50,041 | 59,425
Owners of the Parent Company |  | 1,243,817 | 549,846
|  | 1,293,858 | 609,271
There were no recognised gains and losses for 2026 or 2025 other than those included in the Consolidated Statement of Comprehensive Income.
There was no other comprehensive income for 2026 (2025: £NIL).
The notes on pages 19 to 39 form part of these financial statements.
Page 10
AUTOGUARD GROUP LIMITED REGISTERED NUMBER:13746196 |  |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH 2026
|  | 2026 |  | 2025
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 13 |  | 1,540,991 |  | 1,450,944
Tangible assets | 14 |  | 453,189 |  | 170,589
Investments | 15 |  | 200,000 |  | -
|  |  | 2,194,180 |  | 1,621,533
Current assets |  |  |  |  |
Stocks | 16 | 56,409 |  | 84,970 |
Debtors: amounts falling due within one year | 17 | 8,028,684 |  | 5,426,328 |
Cash at bank and in hand | 18 | 7,191,685 |  | 3,414,531 |
|  | 15,276,778 |  | 8,925,829 |
Creditors: amounts falling due within one year | 19 | (11,151,143) |  | (6,466,604) |
Net current assets |  |  | 4,125,635 |  | 2,459,225
Total assets less current liabilities |  |  | 6,319,815 |  | 4,080,758
Creditors: amounts falling due after more than one year | 20 |  | (1,834,278) |  | (1,419,508)
Provisions for liabilities |  |  |  |  |
Deferred taxation | 22 | (222,810) |  | (179,692) |
Other provisions | 23 | (3,338,640) |  | (2,656,622) |
|  |  | (3,561,450) |  | (2,836,314)
Net assets/(liabilities) |  |  | 924,087 |  | (175,064)
Capital and reserves |  |  |  |  |
Called up share capital | 24 |  | 152 |  | 152
Capital redemption reserve | 25 |  | 36 |  | 36
Profit and loss account | 25 |  | 923,899 |  | (319,918)
Equity attributable to owners of the parent Company |  |  | 924,087 |  | (319,730)
Non-controlling interests |  |  | - |  | 144,666
Total equity |  |  | 924,087 |  | (175,064)
Page 11
AUTOGUARD GROUP LIMITED REGISTERED NUMBER:13746196 |  |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED) AS AT 31 MARCH 2026 The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
R J Dockerill
Director
Date: 7 August 2026
The notes on pages 19 to 39 form part of these financial statements. Page 12
AUTOGUARD GROUP LIMITED REGISTERED NUMBER:13746196 |  |
COMPANY STATEMENT OF FINANCIAL POSITION AS AT 31 MARCH 2026
|  | 2026 |  | 2025
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 15 |  | 188 |  | 188
|  |  | 188 |  | 188
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 17 | 4,561,013 |  | 1,394,607 |
Cash at bank and in hand |  | 1,558,662 |  | 410,581 |
|  | 6,119,675 |  | 1,805,188 |
Creditors: amounts falling due within one year | 19 | (6,436,270) |  | (2,419,284) |
Net current liabilities |  |  | (316,595) |  | (614,096)
Total assets less current liabilities |  |  | (316,407) |  | (613,908)
Creditors: amounts falling due after more than one year | 20 |  | (599,598) |  | (415,084)
Net liabilities |  |  | (916,005) |  | (1,028,992)
Capital and reserves |  |  |  |  |
Called up share capital | 24 |  | 152 |  | 152
Capital redemption reserve | 25 |  | 36 |  | 36
Profit and loss account brought forward |  | (1,029,180) |  | (1,033,177) |
(Loss)/profit for the year |  | 112,987 |  | 3,997 |
Profit and loss account carried forward |  |  | (916,193) |  | (1,029,180)
Total equity |  |  | (916,005) |  | (1,028,992)
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
R J Dockerill
Director
Date: 7 August 2026
The notes on pages 19 to 39 form part of these financial statements. Page 13
AUTOGUARD GROUP LIMITED |  |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2026
| Called up share capital | Capital redemption reserve | Profit and loss account | Equity attributable to owners of Parent Company | Non-controlling interests | Total equity
| £ | £ | £ | £ | £ | £
At 1 April 2024 | 152 | 36 | (869,764) | (869,576) | 85,241 | (784,335)
Comprehensive income for the year |  |  |  |  |  |
Profit for the year | - | - | 549,846 | 549,846 | 59,425 | 609,271
Total comprehensive income for the year | - | - | 549,846 | 549,846 | 59,425 | 609,271
Total transactions with owners | - | - | - | - | - | -
At 1 April 2025 | 152 | 36 | (319,918) | (319,730) | 144,666 | (175,064)
Comprehensive income for the year |  |  |  |  |  |
Profit for the year | - | - | 1,243,817 | 1,243,817 | 50,041 | 1,293,858
Total comprehensive income for the year | - | - | 1,243,817 | 1,243,817 | 50,041 | 1,293,858
Contributions by and distributions to owners |  |  |  |  |  |
Buyout of non-controlling interests | - | - | - | - | (194,707) | (194,707)
Total transactions with owners | - | - | - | - | (194,707) | (194,707)
At 31 March 2026 | 152 | 36 | 923,899 | 924,087 | - | 924,087
| The notes on pages 19 to 39 form part of these financial statements.
Page 14
AUTOGUARD GROUP LIMITED |  |
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2026
| Called up share capital | Capital redemption reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 April 2024 | 152 | 36 | (1,033,177) | (1,032,989)
Year ended 31 March 2025: |  |  |  |
Profit for the year | - | - | 3,997 | 3,997
Total comprehensive income for the year | - | - | 3,997 | 3,997
Total transactions with owners | - | - | - | -
At 1 April 2025 | 152 | 36 | (1,029,180) | (1,028,992)
Year ended 31 March 2026: |  |  |  |
Profit for the year | - | - | 112,987 | 112,987
Total comprehensive income for the year | - | - | 112,987 | 112,987
Total transactions with owners | - | - | - | -
At 31 March 2026 | 152 | 36 | (916,193) | (916,005)
| The notes on pages 19 to 39 form part of these financial statements.
Page 15
AUTOGUARD GROUP LIMITED |  |
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MARCH 2026
|  |  | 2026 | 2025
|  |  | £ | £
Cash flows from operating activities |  |
Profit for the financial year | 1,293,858 | 609,271
Adjustments for: |  |
Amortisation of intangible assets | 270,099 | 231,877
Depreciation of tangible assets | 61,568 | 57,882
Loss on disposal of tangible assets | - | 35,400
Interest paid | 6,353 | 2,997
Interest received | (50,567) | (24,014)
Taxation charge | 555,111 | 495,864
Decrease/(increase) in stocks | 28,561 | (16,384)
(Increase) in debtors | (2,553,887) | (2,541,963)
(Increase) in amounts owed by associates | (3,941) | -
Increase in creditors | 4,991,099 | 1,604,229
Increase in provisions | 682,018 | 677,000
Corporation tax (paid) | (658,689) | (110,878)
Net cash generated from operating activities | 4,621,583 | 1,021,281
Cash flows from investing activities |  |
Purchase of intangible fixed assets | (314,853) | (318,269)
Purchase of tangible fixed assets | (344,168) | (28,788)
Sale of tangible fixed assets | - | 52,751
Disposal of unlisted and other investments | - | 250,000
Purchase of fixed asset investments | (240,000) | -
Purchase of share in associates | (200,000) | -
Interest received | 50,567 | 24,014
HP interest paid | (6,353) | (2,997)
Net cash from investing activities | (1,054,807) | (23,289)
Cash flows from financing activities |  |
Repayment of finance leases | 210,378 | (10,593)
Net cash used in financing activities | 210,378 | (10,593)
Net increase in cash and cash equivalents | 3,777,154 | 987,399
Cash and cash equivalents at beginning of year | 3,414,531 | 2,427,132
Cash and cash equivalents at the end of year | 7,191,685 | 3,414,531
Page 16
AUTOGUARD GROUP LIMITED |  |
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED 31 MARCH 2026
|  | 2026 | 2025
|  | £ | £
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 7,191,685 | 3,414,531
| 7,191,685 | 3,414,531
The notes on pages 19 to 39 form part of these financial statements.
Page 17
AUTOGUARD GROUP LIMITED |  |
CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 MARCH 2026
| At 1 April 2025 | Cash flows | At 31 March 2026
| £ | £ | £
Cash at bank and in hand | 3,414,531 | 3,777,154 | 7,191,685
Finance leases | (88,663) | (210,378) | (299,041)
| 3,325,868 | 3,566,776 | 6,892,644
The notes on pages 19 to 39 form part of these financial statements.
Page 18
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
1. | General information
Autoguard Group Limited ("the Company") is a private company limited by shares incorporated in England and Wales. Details of the Company's registered office, which is also its principal place of business, can be found on the Company Information page. The Group consists of Autoguard Group Limited and all of its subsidiaries. 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 Group management to exercise judgement in applying the Group's accounting policies (see note 3). The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
| 2.3 | Going concern
The Group made a profit before tax of £1,848,969 (2025 - £1,105,135) and has net assets of £924,087 (2025 - net liabilities of £175,064). At the year end the Group has net current assets of £4,125,635 (2025 - £2,459,225). The application of the going concern basis in preparing the financial statements has been critically analysed and reviewed to determine its viability. At the time of approving the financial statements the directors have taken into consideration the below matters, to form a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future: −Review of the Group's budget for the next twelve months; and −Stress testing the budget. On the basis of this review, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Therefore the directors have used the going concern basis in preparing the financial statements. Page 19
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 2.Accounting policies (continued)
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentation currency is GBP and the accounts are rounded to the nearest pound. 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 Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.
| 2.5 | Revenue
Revenue for the Group represents regulated income, non-regulated service contracts, admin services and recovery and breakdown services. Regulated policies The Group acts as agent to all insured transactions. The Group recognises the revenue in line with the cost to the business on inception, the remaining commission is deferred over the term of the policy to reflect the Group's obligation to fulfil claims handling. Non-Regulated service contracts Revenue from non regulated service contracts is recognised in line with the cost to the business on inception, the remaining revenue is deferred to reflect the Company's obligation to fulfil claims handling. Additionally, income is released to align the reported margin with the latest achievable margin data across Autoguard's portfolio of comparable contracts. The deferred income is released over the term of the agreement. Admin Services Revenue from non-regulated admin services is recognised as each performance obligation is discharged, apportioned according to the apportionment of costs incurred. Certain performance obligations are discharged immediately on inception of the contract. The remaining turnover is deferred and released over the term of the contract. Revenue is deferred to reflect the Group's obligation to fulfil administration services for our dealer partners. Recovery and Breakdown Revenue from recovery and breakdown services is recognised as each performance obligation is discharged, apportioned according to the apportionment of costs incurred. Certain performance obligations are discharged immediately on inception of the contract. The remaining revenue is deferred over the length of the contract in order to meet the Group’s obligations. Page 20
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 2.Accounting policies (continued)
| 2.6 | Operating leases: the Group 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.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | 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. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.9 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 other creditors as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.
| 2.10 | 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 reporting date in the countries where the Company and the Group operate and generate income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting 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; ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and ∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. Page 21
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 2.Accounting policies (continued)
| 2.10 | Current and deferred taxation (continued)
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 reporting date.
| 2.11 | Intangible assets
Goodwill Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life. Other intangible assets Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. Amortisation is recognised in the Statement of Comprehensive Income. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. The estimated useful lives range as follows:
|  |  |  | Goodwill | - | 10 | years
|  |  |  | IT Development | - | 7 | years
The IT development is deemed to have a maximum useful life of seven years due to the rapidly changing environment in which technology develops. Goodwill is deemed to have a maximum useful life of ten years due to the assessed useful life of the investment being at least equal to the maximum permitted 10 years.
| 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. Page 22
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 2.Accounting policies (continued)
| 2.12 | Tangible fixed assets (continued)
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:
|  |  |  | Leasehold improvements | - | 5 years straight line
|  |  |  | Motor vehicles | - | 5 years straight line
|  |  |  | Fixtures and fittings | - | 5 years straight line
|  |  |  | Computer equipment | - | 7 years 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.
| 2.13 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.14 | Associates and joint ventures
An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control. An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions. In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated statement of financial position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition. Any premium on acquisition is dealt with in accordance with the goodwill policy.
| 2.15 | Stocks
Stocks are stated at the lower of cost and net realisable value. At each reporting 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. Page 23
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 2.Accounting policies (continued)
| 2.16 | 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.
| 2.17 | Insurance risk
The Group is party to service contracts and dealer admin warranty programs which, whilst they do not meet the legal definition of insurance contracts, are subject to an element of insurance risk as defined in FRS 103. Income and expenditure, assets and liabilities and cash flows arising from these contracts are accounted for in accordance with the provisions of FRS 103, which are not substantially different to the revenue recognition principles applied to income arising from service contracts in accordance with FRS 102. Disclosures in relation to accounting estimates and assumptions arising from such contracts can be found in notes 2.5 and 3. Details of the risks arising in connection with these contracts and management of these risks can be found in the Strategic Report. A reconciliation of liabilities arising in connection with such contracts can be found in note 23.
| 2.18 | Financial instruments
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying 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. Investment and Goodwill impairment The investment in subsidiary companies and the goodwill arising on consolidation are reviewed on an annual basis by the directors for impairment, and an adjustment made in the financial statements accordingly if required. The impairment is based on future forecast cash flows of the relevant cash generating units. Deferred Income The directors understand that they need to recognise turnover over the period of the contract, taking into account contract start dates and length of contract. The initial non regulated revenue from a service contract is recognised as the initial performance obligations are discharged, apportioned according to the apportionment of costs incurred. The remaining revenue is deferred and released over the term of the contract. The estimated costs are calculated based on an average cost of a non regulated service contract, any variance is released on an annual basis to the profit and loss. The commission received from our regulated activity is recognised over the term of the contract. Income is deferred into the correct accounting year which enables the Company to fulfil its obligations, primarily claims handling, to its dealer partners for the life of the contract. Page 24
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 3.Judgements in applying accounting policies (continued) Warranty Provision The Warranty Provision requires the directors to make a judgement on the extent to which a provision for future service contract claims is required. The provision is derived from a percentage of fund set aside per contract sold and is calculated and monitored using historical data and knowledge from the directors to enable the Company to have sufficient funds to pay all future claims that arise. This provision fund is closely monitored and adjustments to what goes into it can be made according to how a dealer’s fund is performing. The estimates and assumptions are reviewed by the directors on an ongoing basis to ensure that obligations can be met. Margin on contracts Based on up to date data and analysis, the average gross profit margin achievable across Autoguard's portfolio of contracts is assessed and revenue is adjusted each year to bring the gross profit margin in line with current data. Management review the resulting revenue adjustment in the context of their own knowledge and wider industry trends to ensure that the margin recorded is a fair reflection of the expected future performance of the underlying contract portfolio at each year end.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Regulated | 2,695,544 | 837,298
| Non-regulated | 21,021,963 | 16,403,644
| Recovery and breakdown | 2,086,914 | 1,294,914
| Admin services | 1,167,922 | 1,250,829
| Other | 4,975 | 11,365
|  | 26,977,318 | 19,798,050
Analysis of turnover by country of destination:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| United Kingdom | 23,048,659 | 18,066,527
| Rest of the world | 3,928,659 | 1,731,523
|  | 26,977,318 | 19,798,050
Page 25
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
5. | Other operating income
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Underwriting profit release | - | 51,834
| Other operating income | 287,536 | -
|  | 287,536 | 51,834
| During the year, the Company concluded a legal claim. The net settlement and the associated legal costs have been recognised as other operating income due to the size and non-recurring nature.
|  | 2026
|  | £
| Settlement proceeds received | 460,000
| Legal and professional fees incurred in relation to the claim | (172,464)
| Net other operating income | 287,536
6. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Operating lease rentals | 166,280 | 152,690
| Exchange differences | 71,483 | 23,178
| Depreciation of tangible fixed assets | 61,568 | 57,882
| Amortisation of intangible assets | 270,099 | 231,877
| Loss on disposal of tangible fixed assets | - | 35,400
7. | Auditor's remuneration
| During the year, the Group obtained the following services from the Company's auditor:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Fees payable to the Company's auditor for the audit of the consolidated and Parent Company's financial statements | 33,850 | 30,000
| Fees payable to the Company's auditor in respect of: |  |
| The auditing of accounts of associates of the Company | 27,250 | 25,100
Page 26
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
8. | Employees
| Staff costs, including the directors' remuneration, were as follows:
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Wages and salaries | 5,278,103 | 3,953,550 | 262,086 | 233,720
| Social security costs | 681,667 | 400,200 | - | -
| Cost of defined contribution scheme | 204,595 | 124,718 | - | -
|  | 6,164,365 | 4,478,468 | 262,086 | 233,720
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | Group | Group | Company | Company
|  |  | 2026 | 2025 | 2026 | 2025
|  |  | No. | No. | No. | No.
|  | Directors | 4 | 3 | 4 | 4
|  | Administration | 12 | 12 | 2 | -
|  | Claims | 22 | 16 | 2 | -
|  | IT | 4 | 4 | - | -
|  | Finance | 5 | 6 | 1 | -
|  | Risk compliance | 1 | 1 | - | -
|  | Sales and marketing | 35 | 34 | 1 | -
|  |  | 83 | 76 | 10 | 4
9. | Directors' remuneration
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Directors' emoluments | 1,104,682 | 618,187
| Group contributions to defined contribution pension schemes | 11,471 | 12,171
|  | 1,116,153 | 630,358
| During the year retirement benefits were accruing to 2 directors (2025 - 3) in respect of defined contribution pension schemes.
| The highest paid director received remuneration of £648,493 (2025 - £274,062).
| The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £10,921 (2025 - £10,921).
Page 27
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
10. | Interest receivable and similar income
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Bank and other interest receivable | 64,444 | 24,014
|  | 64,444 | 24,014
11. | Interest payable and similar expenses
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Finance leases and hire purchase contracts | 6,353 | 2,997
|  | 6,353 | 2,997
12. | Taxation
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | 370,096 | 267,495
| Adjustments in respect of previous periods | 141,897 | 72,196
|  | 511,993 | 339,691
| Total current tax | 511,993 | 339,691
| Deferred tax |  |
| Origination and reversal of timing differences | 43,118 | 36,363
| Adjustments in respect of prior periods | - | 119,810
| Total deferred tax | 43,118 | 156,173
| Tax on profit | 555,111 | 495,864
Page 28
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 12.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2025 - higher than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 1,848,969 | 1,105,135
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%) | 462,242 | 276,284
| Effects of: |  |
| Fixed asset differences | 168 | 237
| Expenses not deductible for tax purposes | 65,804 | 70,881
| Tax effect of income not taxable in determining taxable profits | (115,000) | (43,333)
| Adjustments to tax charge in respect of prior periods | 141,897 | 72,196
| Deferred tax adjustments in respect of prior years | - | 119,810
| Marginal relief | - | (211)
| Total tax charge for the year | 555,111 | 495,864
Page 29
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
13. | Intangible assets
| Group
|  | IT Development | Goodwill | Total
|  | £ | £ | £
| Cost |  |  |
| At 1 April 2025 | 1,049,856 | 1,111,543 | 2,161,399
| Additions | 314,853 | 45,293 | 360,146
| At 31 March 2026 | 1,364,709 | 1,156,836 | 2,521,545
| Amortisation |  |  |
| At 1 April 2025 | 338,828 | 371,627 | 710,455
| Charge for the year | 158,945 | 111,154 | 270,099
| At 31 March 2026 | 497,773 | 482,781 | 980,554
| Net book value |  |  |
| At 31 March 2026 | 866,936 | 674,055 | 1,540,991
| At 31 March 2025 | 711,028 | 739,916 | 1,450,944
| The Company had no intangible fixed assets.
Page 30

AUTOGUARD GROUP LIMITED |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
| 14. | Tangible fixed assets
|  | Group
|  | Leasehold improvements | Motor vehicles | Fixtures and fittings | Computer equipment | Total
|  | £ | £ | £ | £ | £
| Cost |  |  |  |  |
| At 1 April 2025 | 94,710 | 106,031 | 88,304 | 99,407 | 388,452
| Additions | 34,393 | 289,990 | 6,629 | 13,156 | 344,168
| At 31 March 2026 | 129,103 | 396,021 | 94,933 | 112,563 | 732,620
| Depreciation |  |  |  |  |
| At 1 April 2025 | 80,946 | 31,809 | 47,011 | 58,097 | 217,863
| Charge for the year | 4,902 | 29,428 | 16,304 | 10,934 | 61,568
| At 31 March 2026 | 85,848 | 61,237 | 63,315 | 69,031 | 279,431
| Net book value |  |  |  |  |
| At 31 March 2026 | 43,255 | 334,784 | 31,618 | 43,532 | 453,189
| At 31 March 2025 | 13,764 | 74,222 | 41,293 | 41,310 | 170,589
| The Company had no tangible fixed assets.
Page 31

AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026 14.Tangible fixed assets (continued)
| The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
| Motor vehicles | 334,784 | 74,222
|  | 334,784 | 74,222
15. | Fixed asset investments
| Group
|  | Investments in associates
|  | £
| Cost |
| Additions | 200,000
| At 31 March 2026 | 200,000
| Company
|  | Investments in subsidiary companies
|  | £
| Cost |
| At 1 April 2025 | 188
| At 31 March 2026 | 188
Page 32
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Autoguard Warranties Limited | Building 5 Archipelago Office Park, Lyon Way, Frimley, Camberley, Surrey, England, GU16 7ER | Ordinary | 100%
| Sentience Automotive Solutions Ltd * | Building 5 Archipelago Office Park, Lyon Way, Frimley, Camberley, Surrey, England, GU16 7ER | Ordinary | 100%
| Warranty Administration Services Limited * | Otago House, Allenby Business Village, Crofton Road, Lincoln, Lincolnshire, LN3 4NL | Ordinary | 100%
| Companies donated with a "*" are indirect subsidiaries. Sentience Automotive Solutions Ltd and Warranty Administration Services Limited are entitled to exemption from the requirement to have an audit under the provisions of section 479A of the Companies Act 2006. All subsidiaries are incorporated in England and Wales and their results are included in these financial statements. During the year, Autoguard Warranties Limited increased its shareholding in Warranty Administration Services Limited from 80% to 100% by means of a purchase of ordinary shares. The consideration paid was £240,000. During the year Autoguard Warranties Limited acquired 20% of the Archipelago Cell (by way of redeemable shares) – a cell captive part of Falcon Insurance PCC Ltd.
16. | Stocks
|  | Group | Group
|  | 2026 | 2025
|  | £ | £
| Marketing stock | 56,409 | 84,970
|  | 56,409 | 84,970
| The difference between purchase price or production cost of stocks and their replacement cost is not material.
Page 33
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
17. | Debtors
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Trade debtors | 2,625,169 | 2,850,461 | 1,008,702 | 984,127
| Amounts owed by joint ventures and associated undertakings | 3,941 | - | 3,941 | -
| Other debtors | 4,338,203 | 1,840,018 | 2,945,175 | 106,396
| Prepayments and accrued income | 803,080 | 522,086 | 603,195 | 304,084
| Tax recoverable | 258,291 | 213,763 | - | -
|  | 8,028,684 | 5,426,328 | 4,561,013 | 1,394,607
18. | Cash at bank and in hand
Included in the cash at bank figure at the year end is monies held on behalf of clients totalling £790,674 (2025: £544,918). This is in relation to non-regulated income.
19. | Creditors: amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Trade creditors | 545,118 | 317,595 | 284,964 | 50,270
| Amounts owed to group undertakings | - | - | 1,918,835 | 1,196,268
| Corporation tax | 312,186 | 414,354 | 38,830 | 937
| Other taxation and social security | 1,927,093 | 844,720 | - | 25,374
| Obligations under finance lease and hire purchase contracts | 13,590 | 13,590 | - | -
| Other creditors | 4,721,125 | 2,093,548 | 3,459,322 | 948,797
| Accruals and deferred income | 3,632,031 | 2,782,797 | 734,319 | 197,638
|  | 11,151,143 | 6,466,604 | 6,436,270 | 2,419,284
Page 34
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
20. | Creditors: amounts falling due after more than one year
|  | Group | Group | Company | Company
|  | 2026 | 2025 | 2026 | 2025
|  | £ | £ | £ | £
| Net obligations under finance leases and hire purchase contracts | 285,451 | 75,073 | - | -
| Accruals and deferred income | 1,548,827 | 1,344,435 | 599,598 | 415,084
|  | 1,834,278 | 1,419,508 | 599,598 | 415,084
21. | Hire purchase and finance leases
| Minimum lease payments under hire purchase fall due as follows:
|  | Group | Group
|  | 2026 | 2025
|  | £ | £
| Within one year | 13,590 | 13,590
| Between 1-5 years | 285,451 | 75,073
|  | 299,041 | 88,663
| The Company had no hire purchase or finance lease liabilities.
Page 35
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
22. | Deferred taxation
| Group
|  | 2026
|  | £
| At beginning of year | (179,692)
| Charged to profit or loss | (43,118)
| At end of year | (222,810)
|  | Group | Group
|  | 2026 | 2025
|  | £ | £
| Accelerated capital allowances | (230,558) | (184,172)
| Other timing differences | 7,748 | 4,480
|  | (222,810) | (179,692)
| The Company had no deferred taxation.
23. | Provisions
| Group
|  | Warranty provision
|  | £
| At 1 April 2025 | 2,656,622
| Charged in year | 10,383,549
| Reversed in year | (200,000)
| Utilised in year | (9,501,531)
| At 31 March 2026 | 3,338,640
| This provision is in relation to the estimated cost of future service contract claims. The estimates and assumptions are reviewed by the directors on an ongoing basis to ensure that obligations can be met. The Company had no provisions.
Page 36
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
24. | Share capital
|  |  |  |  | 2026 | 2025
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 11 (2025 - 11) A Ordinary shares of £1.00 each | 11 | 11
|  | 1 (2025 - 1) B Ordinary share of £1.00 | 1 | 1
|  | 2 (2025 - 2) C Ordinary shares of £1.00 each | 2 | 2
|  | 1 (2025 - 1) D Ordinary share of £1.00 | 1 | 1
|  | 1 (2025 - 1) E Ordinary share of £1.00 | 1 | 1
|  | 136 (2025 - 136) Ordinary shares of £1.00 each | 136 | 136
|  |  | 152 | 152
| Each ordinary share carries voting rights and there are no restrictions on the distribution of dividends.
25. | Reserves
Share premium account This reserve records the amount above the nominal value received for shares sold, less transaction costs. Capital redemption reserve This reserve records the repurchase of Ordinary shares from shareholders. Profit and loss account This reserve records retained earnings and accumulated losses.
26. | Contingent liabilities
An investigation is currently ongoing with HMRC in relation to outstanding balances that may be due to the Company or due to HMRC. HMRC have issued an assessment for the periods from June 2021 to December 2022. This will be appealed and therefore the outcome is awaited and currently unknown. Therefore it cannot be estimated reliably, and provided for in these financial statements as this would be prejudicial to the appeal. No assessment has been made for Insurance Premium Tax, and therefore this also cannot be estimated reliably, and provided for in these financial statements. At the date of signing this report the investigation remains ongoing. No provision has been made in these financial statements for the continued review, as the conclusions relate to industry wide regulation, for which the outcome is awaited from the FCA. The possible financial impact to the Company cannot be reliably measured at this time. Page 37
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
27. | Pension commitments
The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. Contributions totalling £30,992 (2025 - £18,907) were payable to the fund at the reporting date and are included in creditors.
28. | Commitments under operating leases
| At 31 March 2026 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group | Group
|  | 2026 | 2025
|  | £ | £
| Not later than 1 year | 147,806 | 146,358
| Later than 1 year and not later than 5 years | 80,983 | 219,811
|  | 228,789 | 366,169
29. | Related party transactions
During the year, the Group provided services to Warranty Administration Services Limited, a UK registered company in which the Group held an 80% interest until 3 March 2026, totalling £27,500 (2025: £30,000). On 3 March 2026, the Group acquired the remaining 20% of the issued share capital of Warranty Administration Services Limited. As a result, the exemption under FRS Section 33.1A applied from that date as Warranty Administration Services Limited became a wholly owned part of the Group. No interest was charged on these balances and no amounts were outstanding at the year end. During the year, the Group made an investment of £200,000 in a minority shareholding of a Company in which a Director has an interest. The Company has taken advantage of the exemption available within FRS 102 Section 33.1A, from disclosing transactions entered into with entities which are a wholly owned part of the Group. Page 38
AUTOGUARD GROUP LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2026
30. | Transactions with directors
| The following balances due from directors were included within Other Debtors.
|  | 2026 | 2025
|  | £ | £
| Opening balance | 590,291 | 265,588
| Repayments | (10,000) | (30,591)
| Drawings | 95,029 | 349,723
| Transfers from subsidiaries | 128,500 | 5,571
| Interest | 19,300 | -
|  | 823,120 | 590,291
| Two companies under the control of the same director charged Autoguard Warranties Limited for services provided. The total amount charged by the two companies in the year is £107,853 (2025 - £83,114). No amounts were owed at the end of the accounting periods.
31. | Controlling party
The ultimate controlling party is R J Dockerill.
Page 39