The directors present the strategic report for the year ended 31 December 2025.

Franchises represented by the group during the year were:

In addition to the franchises, the group also operated two Used Car Centres during 2025.

A summary of the results of the year's trading is given on page 10 of the financial statements. Turnover was £223,873,190 (2024: £215,901,882) an increase of 4% on the previous year. The number of vehicles sold during 2025 was 3,662 new (2024: 3,631) and 6,680 used (2024: 6,461).

In terms of volume, our new vehicle sales number was up 0.9% as compared to the overall UK new car market increase of 3.5% in 2025. Our total vehicle sales volumes increased 2.5% year on year. Overall, our trading results continue to compare favourably with other motor trade dealership groups of our size.

2025 has proved to be another successful year for the group, as shown by the financial result detailed in the statement of comprehensive income.

One of our key performance indicators is customer satisfaction. The group measures this by using a third-party to collate customer reviews from various online platforms, which forms a Reputation score. The groupwide average has increased again in 2025, giving the group confidence that the customer experience remains industry leading.

Our staff are key to the underlying success of the business. We are fortunate to have a dedicated and committed team who have helped to deliver these results and provide the level of service that our customers expect from us. We were pleased to hold our second in-person group conference in December 2025 with all members of staff present, during which the directors and senior managers gave a summary of 2025, outlined the business goals and strategies for 2026 and presented a number of staff recognition awards. We have worked hard on staff retention in 2025 and are pleased to report that our staff turnover improved from 27% in 2024 to 22% in 2025.

The group remains committed to providing staff and customers with showrooms of the highest quality and, as a consequence, completed a substantial refit in Toyota Weston Super Mare during the year.

2025 has been another year of growth for the business, increasing both the number of franchises represented as well as expanding our area of operations. During the year, we introduced Leapmotor to the Group, integrating the brand into existing Stellantis showrooms in both Taunton and Weston Super Mare.

Also during 2025 we expanded into Devon, purchasing two vacant showrooms in Barnstaple. Building on our relationship with an existing brand, we renovated one of the showrooms to the latest corporate identity and opened as Kia Barnstaple in July. The second showroom opened in January 2026 as a Used Car Centre and authorised repairer for two new brands to the Group: BMW and MINI.

The group depends on franchise agreements with vehicle manufacturers for a significant element of its turnover and profits. The group maintains good relationships with all of the manufacturers it represents. The risk of losing a franchise is mitigated by the diverse range of manufacturers the group works with.

Manufacturers have indicated the potential for moving towards an agency model in the future, although this is far from certain. This may reduce new vehicle margins. Should the agency model be confirmed by any of our manufacturers, the group will calculate the potential impact and explore additional revenue streams.

The move towards phasing out combustion engines in the UK continues, changing the dynamic of the motor industry with regards to both sales and aftersales. 23.4% of new car registrations in 2025 were Battery Electric Vehicles (BEV), below the 28% mandatory target but increased from 2024.

During 2025 the UK Supreme Court delivered its judgement in the consolidated motor finance commission appeals. The Court ruled that motor dealers acting as credit brokers do not owe fiduciary or “disinterested” duties to customers in typical motor finance arrangements, reversing the earlier Court of Appeal decision that had significantly expanded potential lender and dealer exposure. As a result, lenders cannot generally be held liable for commission paid to dealers on the basis of fiduciary breach or civil bribery. However, on the particular facts of one case, the Supreme Court found an “unfair relationship” under section 140A of the Consumer Credit Act 1974, reaffirming the importance of meaningful disclosure. We continue to monitor industry developments, including proposed regulatory redress measures.

In accordance with Section 172 of the Companies Act 2006, the directors have a duty to promote the success of the group.  The directors meet regularly and consider they have acted in a manner which will promote the success of the group for the benefit of the shareholders, employees and other stakeholders, whilst taking into account the impact for the long term and the group's wider relationships.

We are proud of the experience and reputation we have gained for delivering quality products and services that our customers can trust.  All of this is underpinned with the value and convenience expected of a modern retailer.

We maintain strong relationships with all of our manufacturer partners and strive to achieve upper quartile customer satisfaction when compared to other dealer groups.  The group uses an external company to collate customer feedback, which is reported to us and in turn our employees.  This has further improved our customer focus.

Our staff are fundamental to the delivery of our services.  We aim to be a responsible employer in our approach to pay and benefits.  We aim to promote from within wherever practical. The health and safety of our colleagues is crucial to the group.

The Directors regard the impact that the business makes on the community and environment very seriously.  The majority of our vehicle fleet is electric and we are actively looking at ways to reduce the group's carbon footprint in the near-term.

On behalf of the board

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

The principal activity of the group is the retail sale of motor vehicles and accessories and the repair and servicing thereof.

The results for the year are set out on page 10.

Ordinary dividends were paid amounting to £1,000,000. The directors do not recommend payment of a further dividend.

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

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

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

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

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

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

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

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

The directors manage the group's exposure to financial risk by researching the credit worthiness of customers and by seeking advice from the group's providers of finance and other external advisers.

Currency risk is restricted to the short-term settlement of trading balances with customers and suppliers.

The group does not trade speculatively in derivatives or similar instruments.

The directors are very confident that the group's strong liquidity will provide stability over the next twelve months and there are no uncertainties regarding going concern.

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

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

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

The group continues to pursue opportunities to expand, in a strategic and measured way. In early 2026, the group opened a second showroom in Barnstaple as a Used Car Centre and authorised repairer for two new brands to the Group: BMW and MINI. The group will continue to invest in its existing premises to maintain the latest manufacturer standards.

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

This section includes our mandatory reporting of energy and greenhouse gas emissions for the period 1 January 2025 to 31 December 2025, pursuant to the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, implementing the government's Streamlined Energy and Carbon Reporting (SECR) policy.

The table below includes total energy consumption (reported as kWh) and greenhouse gas emissions for the sources required by the regulations, along with our intensity ratio.

Our methodology to calculate our greenhouse gas emissions is based on the 'Environmental Reporting Guidelines: Including streamlined energy and carbon reporting guidance (March 2019)’, using DESNZ's 2024 and 2025 conversion factors as appropriate. In some cases, consumption has been extrapolated from available data or direct comparison made to a comparable period.

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

During 2025 we have made improvements in line with our ESOS action plan, we took actions to reduce lighting and heater usage through timers and light sensors and reduced temperature controls.

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

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

• select suitable accounting policies and then apply them consistently;

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

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

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

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of reporting on future developments, engagement with employees and business relationships with suppliers, customers and others as noted in the S172 statement within the strategic report.

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

We have audited the financial statements of Howard Garages Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 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 and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

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

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

• the parent company financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

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

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Extent to which the audit was considered capable of detecting irregularities including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Identifying and assessing potential risks related to irregularities

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

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

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

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

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

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

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

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

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

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

Our procedures to respond to risks identified included the following:

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

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

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

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

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

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

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

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,000,000 (2024 - £3,000,000 profit).

Howard Garages Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Herluin Way, Weston-Super-Mare, North Somerset, BS23 3YX.

The group consists of Howard Garages Group Limited and all of its subsidiaries.

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

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

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties at fair value. The principal accounting policies adopted are set out below.

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

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

• Section 11 ‘Basic Financial Instruments’: 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.

In the parent company financial statements, the business combination requires the assets and liabilities of the subsidiary undertaking to be consolidated at the amounts at which they stand in that undertaking’s financial statements, subject to any adjustments authorised or required by the Act.

The cost of the business combination is at the par value of the shares issued.

The results and cash flows of all the combining entities have been brought into the financial statements of the combined entity from the beginning of the financial year.

The difference, if any, between the nominal value of the shares issued plus the fair value of any other consideration given, and the nominal value of the shares received in exchange shall be shown as a movement on other reserves in the consolidated financial statements.

Investments in subsidiaries are accounted for at cost less impairment.

The consolidated group financial statements consist of the financial statements of the parent company Howard Garages Group Limited together with all entities controlled by the parent company (its subsidiaries) the merger method of consolidation has been used.

The group has been created following a group reconstruction in which no changes to the equity holders or their rights occurred, allowing for merger accounting to be applied.

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

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

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

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

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

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

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

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 8.5 years.

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

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

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

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

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

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

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

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

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

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

Stocks are stated at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

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

Consignment stock

Consignment vehicles which bear considerably more of the risks and responsibilities of ownership which are considered to be those which are interest bearing are regarded effectively as being under the control of the group and, in accordance with FRS 102 are included in stocks on the balance sheet, although legal title has not passed to the group. The corresponding liability is included within trade creditors and is secured directly on these vehicles.

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

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

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

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

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

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

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

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

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

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

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

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

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

Under supply agreements with vehicle manufacturers, the company has access to consignment stock during a consignment period. Where the nature of these supply agreements transfers the risks and rewards to the company, which is considered to be when the stock becomes interest bearing, the company recognises these stocks on the balance sheet, together with the corresponding liability.

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

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

The annual depreciation charge for tangible and intangible assets is sensitive to changes in the estimated useful economic lives of the assets so these are re-assessed annually and amended when necessary to reflect current estimates. See the accounting policies note for the useful economic lives for each class of assets.

All turnover arose in the UK.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 3).

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:

Included in land and buildings is freehold land at cost of £3,405,572 (2024: £3,143,310) which is not depreciated.

Freehold land and buildings were revalued as at 1 December 2023 by Carter Jonas, an independent qualified valuer. The valuation has been incorporated in the Financial Statements and the resulting adjustment has been taken to the revaluation reserve.

The directors consider the value to be a fair representation of the market value of the property at December 2025.

The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

Details of the company's subsidiaries at 31 December 2025 are as follows:

Registered office addresses (all UK unless otherwise indicated):

During the year, a reversal of impairment of £164,759 (2024: £413,177) was recognised against stock.

Included within stock are consigned vehicles to the sum of £10,259,681 (2024: £3,751,448). The corresponding liability is included within trade creditors.

Vehicle funding loans of £12,637,730 (2024: £16,920,195) included in trade creditors are secured over the vehicles to which they relate, in addition to a second charge over a freehold property.

The borrowings are secured by a first charge over a freehold property together with fixed and floating charges over the remaining assets of the company.

The first loan amounting to £1,000,000 (2024: £1,000,000) is repayable on demand and no interest is charged.

During the year, the group entered into a loan agreement to fund the acquisition of the freehold property in Barnstaple. The loan amounting to £1,041,600 (2024: £Nil) is repayable over 24 months with a fixed interest rate of 7.29%.

The third loan amounting to £761,170 (2024: £Nil) is repayable over 5 years with a fixed interest rate of 4.52%.

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

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

There were contributions payable to the pension scheme at the reporting date of £70,793 (2024: £66,180).

This reserve includes any premiums received on the issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

This reserve includes the surplus or deficit arising on the valuation of the freehold land and buildings, net of deferred taxation.

The profit and loss reserve consists of all profits and losses made to date net of dividends paid.

There are contingent liabilities to repay support from manufacturers to a maximum of £203,750 (2024: £206,639) at the balance sheet date, in the event that any of the respective franchises do not continue to agreed dates ranging up until August 2028.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Amounts contracted for but not provided in the financial statements:

The group has a commitment at the reporting date totalling £585,361 (2024: £378,820) to repurchase vehicles from CBS, at agreed values. The company expects the market value of the vehicles to be in excess of the repurchase commitment.

At the reporting date, legal title had passed to CBS and group does not have the risks and rewards of ownership.

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

Dividends totalling £1,000,000 (2024 - £3,000,000) were paid in the year in respect of shares held by the company's directors.

The ultimate controlling party is considered to be P Coleman.

Rent was paid in the year to P Coleman of £299,000 (2024: £299,000) and to The L.J.N.C Pension Scheme of £34,824 (2024: £34,532). Rent was also paid to Haywood Property Holdings Limited, an associated company under common control, of £71,000 (2024: £49,000).

Interest was paid in the year to P Coleman of £25,016 (2024: £18,181), J Coleman of £28,399 (2024: £7,092), L Lee of £8,381 (2024: £6,309) and to the family of P Coleman of £389 (2024: £726). Interest was paid on the loan from Haywood Property Holdings Limited of £62,342 (2024: £72,700).

As at 31 December 2025, the company owed P Coleman £1,005,293 (2024: £1,136,497), J Coleman £1,660,706 (2024: £927,266), L Lee £740,912 (2024: £841,706) and other members of the Coleman family £19,615 (2024: £19,225). In addition, included in debtors is an amount of £1,137,382 (2024: £1,137,382) due from Haywood Property Holdings Limited.

As at 31 December 2025, the company was owed £80,271 (2024: £70,538) from Bleadon Hill Golf Course, a sole trader business of P Coleman.