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Registered number:
CONSOLIDATED
FOR THE YEAR ENDED 30 NOVEMBER 2025
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ROLLCO GROUP HOLDINGS LIMITED
COMPANY INFORMATION
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ROLLCO GROUP HOLDINGS LIMITED
CONTENTS
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ROLLCO GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2025
The principal activity of the Group in the year under review was that of the wholesale of automotive components in the after-market segment in the UK and Europe.
The business delivered a stable performance during 2024-2025 and forecast to remain at in upwards trend.
In 2024-25, the focus has been rebalancing of portfolio by expanding brake Discs, Pads & Steering racks including other automotive parts thereby reducing the share of Rotating Electrics (Starter/Alternators) & Brake Calipers. It is expected that this will continue in 2025-26 Further in 2025-26, Rolling Components are taking action to strengthen the sales team & and increase product lines and ranges to deliver better performance.
Principle risks affecting the business are operational risk and supply chain disruptions due to geo-political situation in Far east.
Procurement Since more than 90% of purchases are from China, the company is vulnerable to market fluctuations. To minimise the impact, the company carries more than 8 months of stock which will help in managing the disruptions in the supply chain. In addition, long term arrangements have been finalised with key suppliers to manage the risk of price changes. Currency More than 95% of procurement transactions are conducted in USD & RMB; hence, the risk of currency exposure is enhanced. The company actively manages the currency exposure by hedging through up to 70% through forward contracts. Interest risk Interest on loans is based on Bank of England's base rate (currently at 4.25%) plus margins and are likely to remain flat next year and forecast to decline marginally towards end of 2025-26. The increased sales performance and reduction of loan exposure have reduced this risk and further the interest outlook are also lijkely to turn favourable in 2025-26. Therefore, the Rolling Components do not require any interest hedging at present. Credit and Liquidity Careful screening of new customers and dealing with only established and reputable Motor Factors/wholesalers have mitigates the risk of debtors' default and delays in collection Competition Risk High competition levels will continue to be a factor in the sector. Competitors are looking to emulate our successful business model in certain areas of our business. The company seeks and secures long-term supply and pricing arrangements to ensure continuity of sales. Rolling Components already have long term agreements with key customers to ameliorate the competition risk.
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ROLLCO GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
Turnover and gross profit margin are the key performance indicators.
During 2024-25, sales decreased to £12.7m (2023-2024 £13.4m) due to stabilising market demands and extended product range. Profits for the year after tax in 2024-25 were £671k (2023-24 £1,612k).
Post Covid-19, Polling Components have reverted to normal operations with no disruptions to supply performance.
2025-26 is expected to grow steadily due to mix of volume/price increases and introduction of new products ranges within Brake Discs & Pads segment
This report was approved by the board on 27 August 2026 and signed on its behalf.
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ROLLCO GROUP HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2025
The directors present their report and the financial statements for the year ended 30 November 2025.
The profit for the year, after taxation, amounted to £671,468 (2024 - £1,612,488).
The directors who served during the year were:
The Group's operations expose it to a variety of financial risks that include the effects of changes in foreign currency exchange rates, credit risks, liquidity risk and interest rate risk.
The Group has in place a risk management programme that seeks to limit the adverse effect on the financial performance of the Group by monitoring levels of cash. The monitoring of financial risk management is the responsibility of the director. Foreign currency risk The Group's principal foreign currency exposures arise from overseas trade. The Group has hedging arrangements in place. Credit risk All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary. The directors maintain tight control over all amounts due to the Group. Liquidity risk The Group manages its cash and borrowing requirements to ensure that the Group has sufficient liquid resources to meet the operating needs of the business. Interest rate risk The Group has interest bearing assets and liabilities. Interest bearing assets include only cash balances that earn interest at a floating rate. Interest bearing liabilities only include bank borrowings.
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ROLLCO GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2025
The auditors, Haslers Assurance LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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ROLLCO GROUP HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 NOVEMBER 2025
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;
∙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.
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ROLLCO GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROLLCO GROUP HOLDINGS LIMITED
We have audited the financial statements of Rollco Group Holdings Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 30 November 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Analysis of Net Debt, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company 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).
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 Auditors' 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.
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.
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ROLLCO GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROLLCO GROUP HOLDINGS LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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.
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.
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ROLLCO GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROLLCO GROUP HOLDINGS LIMITED (CONTINUED)
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 Auditors' 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:
We obtained an understanding of the legal and regulatory frameworks that are applicable to the entity and determined that the most significant are those that: • had a direct effect on the determination of material amounts and disclosures in the financial statements. These include but are not limited to the Companies Act 2006, GDPR, employment and Health & Safety legislation and tax legislation, and • do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These include operational and employment laws and regulations including health and safety regulations, environmental regulations and GDPR. We obtained an understanding of how the company are complying with those legal and regulatory frameworks by making enquiries with management and those responsible for legal and compliance frameworks. We corroborated our enquiries through review of correspondence with regulatory bodies and gaining an understanding of the entity level controls of the company in respect of these areas and the controls in place to reduce opportunity for fraudulent transactions. We have considered the control systems in place to prevent fraud from non-compliance with laws and regulations which are applicable to the company. We discussed among the audit engagement team including relevant internal tax specialists, regarding the opportunities and incentives, including management override of controls, that may exist within the organisation for fraud and how and where fraud might occur in the financial statements. We also communicated the applicable laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The risk of management override of controls is the area where the financial statements were most susceptible to material misstatement due to fraud. In addition, the key principal risks related to the existence of inappropriate journal entries to impact the profit for the year and management bias in accounting estimates. Procedures performed to address these were as follows: • Walkthrough testing was carried out to identify and assess the design effectiveness of controls, management have in place to prevent and detect fraud, including known of suspected instances or non- compliance with laws and regulations and fraud,
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ROLLCO GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ROLLCO GROUP HOLDINGS LIMITED (CONTINUED)
• Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process,
• Using analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud, • Assessing the appropriateness of accounting estimates and challenging any significant assumptions or judgements made by management, • Incorporating testing of manual journal entries that were posted throughout the year. In particular, we focused on material journal entries. These were scrutinised for evidence of unusual entries, • Selecting specific revenue transactions based on risk criteria and obtaining supporting documentation including sales invoice to ensure revenue was appropriately recorded, • Reviewing specific cost of sale transactions based on risk criteria and reviewing invoice documentation to ensure the expense was appropriately recorded, • Evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
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 Auditors' 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 Auditors' 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.
for and on behalf of
Chartered Accountants
Statutory Auditor
Old Station Road
Essex
IG10 4PL
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ROLLCO GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 NOVEMBER 2025
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ROLLCO GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 09932240
CONSOLIDATED BALANCE SHEET
AS AT 30 NOVEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 20 to 38 form part of these financial statements.
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ROLLCO GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 09932240
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 30 NOVEMBER 2025
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ROLLCO GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 09932240
COMPANY BALANCE SHEET
AS AT 30 NOVEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 20 to 38 form part of these financial statements.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2024
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