The directors present their report and unaudited financial statements of Kingston Topco Limited ('the Company') for the year ended 31 December 2025 and in preparing their report have complied with s414C of the Companies Act.
The profit after tax for the year amounted to £12.40m (2024: £17.61m).
At the balance sheet date the Company had net assets of £39.45m (2024: £31.51m).
Ordinary dividends were paid amounting to £4.46m (2024: Nil). The directors do not recommend payment of a further dividend.
The Company is a holding company of the Avantia Group and the performance of the Company is monitored as part of the wider Group. Key performance indicators for the Group as a whole, which includes the Company, are discussed in the consolidated accounts of Avantia Group Limited.
The Company does not generate income and the credit risk associated with the interest payments is managed through close monitoring of the cash flows of Avantia Insurance Limited, another Group company trading as Homeprotect in the home insurance market.
The principal risks facing the Company relate to the UK home insurance market. Price remains a principal consideration for customers, particularly given adverse macro-economic conditions such as interest rates and inflation, as well as climate change impacts on property and their values. The Company manages this risk using its technology and its ability to price competitively at a risk and retail level.
The Company is expected to continue to act as a holding company within the Group. There have been no significant events affecting the Company since the end of the financial year that require adjustment or disclosure in these financial statements.
Approved by the Board and signed on its behalf by:
The directors present their annual report and financial statements for the year ended 31 December 2025.
Results and dividends are disclosed in the Strategic report.
Going concern
The financial statements have been prepared on the going concern basis which the directors believe to be appropriate for the following reason. The company has received an undertaking from the parent company, Avantia Group Limited, that it is their present intention, for at least 12 months from the date of the approval of these financial statements, to provide the necessary support to ensure the company has received sufficient funding to cover such eventualities. This should enable the company to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
Further details regarding the adoption of the going concern basis can be found in note 1, significant accounting policies, on pages 7 to 9.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the 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 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 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 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.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There are no recognised gains or losses other than the profit for the period for each year. Accordingly, a statement of comprehensive income has not been prepared.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
Kingston Topco Limited is a private company limited by shares incorporated in England and Wales. The registered office is 14th Floor, CI Tower, St. Georges Square, New Malden, United Kingdom, KT3 4HG.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.
This Company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The Company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Avantia Group Limited. These consolidated financial statements are available from its registered office, 14th Floor, CI Tower, St Georges Square, New Malden, KT3 4HG.
The financial statements have been prepared on the going concern basis, with a profit for the year of £12.40m (2024: £17.61m) and net assets of £39.45m (2024: £31.51m), which the directors believe to be appropriate for the following reason. The company has received an undertaking from the parent company, Avantia Group Limited, that it is their present intention, for at least 12 months from the date of the approval of these financial statements, to provide the necessary support to ensure the company has received sufficient funding to cover such eventualities. This should enable the company to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except those investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
Finance costs
Finance costs of financial liabilities are recognised in the profit and loss account over the term of such instruments at a constant rate on the carrying amount.
Investment income
Interest is recognised as interest accrues.
FRS102 requires management to undertake an annual test for impairment for assets with finite lives, to test for impairment of events change or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.
Impairment testing is an area involving management judgment, requiring assessment as to whether the carrying value of assets can be supported by the fair value less costs or net present value of estimated future cash flows derived from the assets using cash flow projections which have been discounted at an appropriate rate. In calculating the net present value of the future cash flows, certain assumptions have been made in respect of highly uncertain matters including management’s expectations of cancellation and discount rates. Changing the assumptions selected by management could significantly affect the company’s impairment evaluation and hence results. The company’s review includes the key assumptions related to sensitivity in the cash flow projections.
There is management judgement only based upon reference to the Group review of impairment of assets and no estimation on the recoverability in the investment and related intercompany receivables.
During the year the Company received non-cash dividends from its investment in Avantia Insurance Limited (2024: £17.61m).
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 31 December 2025 are as follows:
Registered office addresses (all UK unless otherwise indicated):
Amounts owed to Group undertakings include intercompany balances. These are non-interest bearing, unsecured loans that have no ser repayment terms.
The rights of the shares are as follows:
The Ordinary shares entitle the holders to receive dividends and other distributions.
The ordinary shares shall rank equally upon any return of capital or winding up of the company.
The ordinary shares shall carry one voting right per share.
The ordinary shares are not redeemable.
The company has taken advantage of the exemption in FRS 102 Section 33.1(A), which exempts the disclosure of transactions between group companies in the financial statements of companies that are wholly owned within the group. Transactions with group companies relate to payments or receipts for treasury transfers between fellow group companies.
There were no events after the reporting period that require adjustment or disclosure.