There’s no car like
a Motorpoint car
Motorpoint Group Plc
Annual Report and Accounts 2025

Motorpoint Group Plc Annual Report and Accounts 2025
Governance Financial StatementsStrategic Report
Strategic Report
01 2025 highlights
02 At a glance
03 Investment case
04 Our business and our market
05 The Car Buyer’s Champion
06 Our customers’ journey
07 Market overview
08 How we deliver value to customers
10 Chair’s statement
12 Chief Executive’s statement
16 Key performance indicators
17 Our strategy
20 Section 172(1) statement
24 Environmental, Social and
Governance (ESG)
37 Task Force on Climate related
Financial Disclosures (TCFD)
48 Financial review
52 Risk management
56 Viability statement
58 Principal risks and uncertainties
67 Non financial and sustainability
information statement
Governance
70 Board of Directors
72 Introduction to governance
74 Corporate governance report
77 Audit Committee report
82 Nomination Committee report
86 ESG Committee report
87 Remuneration Committee report
89 Remuneration policy
100 Annual report on remuneration
110 Directors’ report
116 Statement of Directors’
responsibilities
Financial Statements
118 Independent Auditors’ Report
127 Consolidated statement of
comprehensive income
128 Consolidated balance sheet
129 Consolidated statement of
changesin equity
130 Consolidated cash flow statement
131 Notes to the consolidated
financial statements
161 Company balance sheet
162 Company statement of
changes in equity
163 Notes to the company
financial statements
167 Alternative Performance
Measures (APMs)
168 Glossary
169 Shareholder information
and advisors
Car buying
made easy
Making car buying easy has been our
purpose for over 25 years.
It’s the reason why we have such a rich
history of adapting to the needs of our
customers and continually innovating
to deliver the best car buying
experience possible.
Decades of putting our customers at the
centre of everything we do has given us
an unparalleled understanding of what
people want when they buy a car.
This is why we believe so strongly in
giving our customers unrivalled Choice,
Value and Quality. There’s no car like a
Motorpoint car.
Motorpoint is the
UK’s leading retailer
of predominantly
nearly new vehicles.
P07
P17-19
Our
strategy
Market
overview
Read our Chief Executive’s
statement on page 12
For investor relations
information, visit our website:
www.motorpoint.co.uk/plc/
investor-relations/why-invest/
Strong volume growth and
a return to profitability. Well
positioned to accelerate
strategic growth plans.”
Mark Carpenter ChiefExecutiveOfficer
Contents Generation – Page Contents Generation – Sub PageContents Generation – Section

£4.1m
2025 1.0p
2024 Nil
2024£(10.4)m
2025
2025 Highlights
2025 £1,173.1m
2024 £1,086.6m
Turnover
£1,173.1m
Website sessions
15.9m
2024: 13.7m
2025 59,919
2024 52,572
Retail volume (units sold)
59,919
£3.2m
2024£(8.4)m
2025
Profit/(loss) after taxation
£3.2m
3.7p
(9.3)p
2024
2025
Basic earnings per share
3.7p
2025 £1,335
2024 £1,222
Gross profit per retail unit
£1,335
Net Promoter Score (NPS)
80
2024: 82
Profit/(loss) before taxation
£4.1m
Dividend per share
1.0p
2025 £177
2024 £190
Customer acquisition
cost per retail unit
£177
Days in stock
43 days
2024: 45 days
Market share
0–6 year old car market
2
2.4%
2024: 2.1%
Price leadership
stock priced good, great or low
1
99.9%
2024: 99.9%
Located across the UK
21 stores
2024: 20 stores
Sunday Times
Top 115
best big companies to work for
1. Autotrader price indicators (March 2025).
2. Based on data produced by the Society of
Motor Manufacturers and Traders (SMMT)
for period April 2024 to March 2025.
Return to profitability
Return to profitability, market share outperformance and strong foundations for growth.
Named as one of the Top 115 best big companies to work for by Sunday Times.
01
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

Proud
Honest
Happy
Supportive
At a glance
Our purpose is to makecarbuying easy
People powered
At our heart we are a people powered
business and it is our talented people
who help customers when purchasing
a vehicle from Motorpoint – giving
them the advice they’re looking
for, ensuring everything is to the
standard they expect and developing
new innovations, products and
services that constantly improve the
purchasing process. This is evidenced
by our industry leading NPS ratings.
Find out more on pages 29 to 33
Our vision
Our vision is to be
the Car Buyer’s
Champion, by offering
unrivalled Choice,
Value and Quality.
Omnichannel
customer experience
By focusing on making car buying
easy for our customers, we have
been able to create the very best
omnichannel experience – one that
combines the convenience and
benefits of searching and buying
online, home delivery and reserve
and collect with an extensive
nationwide retail network ensuring
high levels of quality, service
andsupport.
Find out more on page 06
We’re here to help
our customers buy
the car they want, in
the way they want.
There is no car like
a Motorpoint car.
The Motorpoint Virtuous Circle remains
at the core of everything we do
Our operating model of how our employees
and stakeholders interact, the Motorpoint
Virtuous Circle, combined with our values of
Proud, Happy, Honest and Supportive continue
to provide a robust framework for explaining
how we get things done and what factors to
consider when decisions are required.
02
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

Investment case
What makes
us different
Our omnichannel approach
gives customers the choice of
buying cars through our store
network, by phoneor online,
or through a combination of
all channels.
01
More than
25 years of
customer
insight and
innovation
05
Nationwide
store
network
02
Retail sales of
nearly new vehicles
– focused on those
under five years
and less than
40,000 miles
06
Buying cars
direct from
customers
03
Always
low prices
delivering
great value
08
Inventory
management, vehicle
reconditioning,
logistics and store
operations expertise
07
Agility,
reacting
with speed
to market
conditions
04
Trade sales
through our
digital auction
site for vehicles
not meeting our
retail criteria
01
Relentless
focus on
customer
experience
04
Expanding
digitally led
car buying
service
02
Significant
investments
in technology
and focused
marketing
05
Website
improvements
boosting
traffic
03
Online capability
provides
operating model
opportunities
06
Improvements
to wholesale
digital selling
experience
Digital transformation providing
opportunities for growth
Customers
prefer to buy
used cars on an
omnichannel
basis, combining
digital channels
with physical
touchpoints
03
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

Our business and
our market
A Group focused
on growth through
two distinct brands
Motorpoint
Our retail offer of nearly new cars
that are mostly under five years
old and have completed less than
40,000 miles provides customers
with an omnichannel purchasing
journey combining online with
21retail stores nationwide.
<5 years
<40,000 miles
Online and
in store
Nearly new consumer vehicles
Auction4Cars.com
Auction4Cars.com, a business to business
and entirely online auction marketplace
platform, allows an efficient and quick route
for sale of vehicles which do not fall into
our nearly new retail criteria. The customer
experience continues to be enhanced.
>5 years
>40,000 miles
Online only
Wholesale vehicles
Consumer omnichannel
#1
Value retailer
3,572
Cars purchased
through ‘Sell Your Car’
£153
Low online average
buyers’ fees
27
Years as a leading player
in the nearly new market
Low
Cost base
04
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

The Car Buyer’s Champion
There’s no car like
a Motorpoint car
Our vision is to be the
Car Buyer’s Champion,
by offering unrivalled
Choice, Value and Quality.
Quality
Motorpoint Quality Standard sits at
the core of our operations, ensuring
we deliver the highest levels of
quality of nearly new vehicles and
customer service along the entire
customer journey. Our cars are
rigorously checked from engine to
exhaust by our experts and sold
under warranty. NPS improved
during the year and reached 84 in
the final quarter.
80
Net Promoter Score
(FY24: 82)
Value
We are able to secure the best stock
at competitive prices and we pass
those savings on to our customers
ensuring we offer stand out vehicles
at unbeatable prices. We are also able
to offer financing options, extended
warranties and other ancillary
products for our customers.
99.9%
of vehicles priced
Good, Great or Low on
Autotrader (March 2025)
(April2024:99.9%)
Choice
Choice for our customers means
not only the model and price range
of available vehicles we stock, but
also the options through which
they can view, purchase, and
take delivery of their vehicle such
as same day driveaway or home
delivery. In March 2025, we had 36
makes and 538 models in stock,
with 2,478 different trim levels.
Had a great experience at
Motorpoint buying my first
car! I appreciated all the staff
members I interacted with who
made the process of viewing
and purchasing very simple.
I would 100% recommend
Motorpoint to anyone looking
to buy their next car.”
Trustpilot, May 2025
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements
05

We have invested in creating a deeply embedded digital and retail
omnichannel customer journey that gives the car buyer the choice
of how to buy their next car in a way that fits their lifestyle.
Our customers’ journey
Making car buying easy…
online and/or in store
Extensive
choice
Great value, Motorpoint
Price Promise, including
‘Double the Difference’
Seamless journey
between online
research and in
store experience
Competitive
part exchange
prices
Payment made
within minutes of
car buying deal
being agreed
Award
winning
customer
service
14 day money
back guarantee
on home
delivery
High quality
and standards
guaranteed
Flexible
finance
options
Warranty, paint
protection and
alloy/smart
repairpackages
Car buying
service
Benefits
Easy to find Easy to view
Easy to collect
Easy to collect
Easy to contact
• 21 store locations
• Customer teams
within stores
• Website
enhancements to
help find the right
car – make/model
by lifestyle, by
budget
• Diverse and vast
range of stock to
browse and test
drive
• 360° virtual tour
of the vehicle and
gallery of images
with comprehensive
technical
specifications
In storeOnline
• Enthusiastic team
to help customer
through the
process
• Digital end to
end journey
• Finance completed in
privacy of own home
and with access to
all information
• Same day driveaway
• Home delivery
• Reserve and collect
• Buy online, collect in store
• Handover completed in
less than 30 mins
• Quality, service
and fulfilment
support both online
and at store, and
in person
Easy to buy/sell your car
06
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

2025 £1,173.1m
2024 £1,086.6m
Y/E 31 DEC 2024 1.99m
Y/E 31 DEC 2023 1.95m
2025 2.4%
2024 2.1%
Market overview
Following the challenges faced in recent years,
macroeconomic pressures eased somewhat
in FY25, along with an improvement in supply
of nearly new vehicles.
Used prices of petrol and diesel cars remained generally stable,
although we did experience greater fluctuations in Electric
Vehicles, which resulted in a more cautious approach to the
volumes we stocked in FY25. Demand for Motorpoint cars
increased and weoutperformed our market. Brilliant Basics (our
right sizing and margin improvement programme) has ensured
the foundations for future growth, as Motorpoint aims to take
advantage of reducing market pressures.
Our used car market grew 0.6% in FY25. Motorpoint outperformed
the market, with retail volume growth of 13.9%.
Car market
Motorpoint’s core proposition is
the sale of predominantly nearly
new vehicles, the majority of
which are up to five years old and
have covered fewer than 40,000
miles. We monitor available market
statistics, notably from the SMMT,
which give us transaction volumes
for target market cars (but do
not include recorded mileage.)
We therefore use the transaction
volumes as a proxy for our available
market. Following the modest
acceleration of new car production,
the supply of nearly new vehicles
available to us increased, and
we were therefore able to focus
on newer cars for much of FY25.
Following periods of rapid deflation
in FY23 and FY24, used car prices
generally remained more stable
inFY25.
Consumer confidence
FY25 saw lowering inflation and
a welcome fall in interest rates,
albeit small, following a prolonged
period of increases. Whilst this
was welcome, confidence was
impacted by further uncertainty
following the General Election
and Autumn Budget. Despite this
backdrop, Motorpoint experienced
increased demand, and its market
outperformance reflected the
Brilliant Basics programme in
FY24 and its focus on Choice,
Value and Quality.
We remain cautious given
continuing low levels of
consumer confidence, however,
as supply slowly improves and
macroeconomic pressures further
reduce, this should improve.
Buying habits
The use of digital services is
becoming universal amongst car
buyers. Some degree of physical
connection continues to be
preferred by most customers to
provide reassurance and trust in
their purchase. In other words,
UK consumers prefer to buy used
cars and ancillary services on a
cross channel basis, using digital
channels and physical touchpoints
interchangeably on their
purchasing journey. Following the
sharp rise in interest in pure online
car buying towards the start of the
decade and around COVID time, it
is now generally accepted that car
dealerships need a physical store
presence to work seamlessly with
its digital channels.
Revenues
£1,173.1m
New car registrations
in the UK
1
1.99m
Market Share
1
(0–6 year old vehicles)
2.4%
1. Based on data produced by the Society of Motor Manufacturers
and Traders (SMMT).
The whole Motorpoint experience made finding the vehicle
I needed easy, especially with the help of Finley who was
very helpful, knowledgeable and kept me informed every
step of the way.”
Trustpilot, April 2025
07
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

How we deliver value
to customers
Agility, culture,
efficiency
Our strength lies in our ability to be agile and
responsive – in our people and our culture,
and in our constant focus on improving
operational efficiencies across our digital
platforms and retail network. Investment in
technology is delivering operational efficiency.
Key strengths and resources
New stores and
growth opportunity
We can open wherever we see a
market opportunity; speed and
scale are in our control. Existing
dealerships tend to be cheaper to
fit out. We paused our aggressive
rollout in FY24 after Ipswich
opened in May 2023, but restarted
the programme in FY25, with the
December opening of Norwich,
our 21st store.
Operational control
We have no external restrictions.
Proprietary IT systems can be
built; we have bespoke values
led development and team
engagement programmes;
marketing can be via any channel
or into any geography; our modest
showroom fit out costs support
Motorpoint’s value proposition.
Werightsize the business to ensure
that our team member numbers
efficiently support consumer
demand. We are agile, making the
right decisions at pace.
Breadth of stock
We have on average between
35 and 40 brands available in
store or online, spanning all the
leading makes and models (and
fuel types), sourced from multiple
channels. All stock is available
nationally. Our industry leading
stock turn means we can quickly
turn our pitches, and therefore
regularly showcase to customers
new offerings.
Retail product offer
Our retail proposition continues
to be on nearly new cars; our
product offering is supported
by providing finance packages
to our customers through our
finance partners as well as offering
warranty, alloy/smart repair and
paint protectionproducts.
Financing
We are free to negotiate for the
most competitive terms on the
external market.
Car buying
Our service allows us to purchase
cars direct from consumers.
Depending on their age/mileage,
cars can either be sold through
Motorpoint (thus providing a
further supply chain route), or via
the Auction4Cars.com platform.
Following the rightsizing of the business in FY24
to react quickly to prevailing economic conditions,
we continue to focus on efficiency to improve the
consumer experience - making changes, both small
and large, and with pace.”
08
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

How we deliver value
to customers
continued
Underpinned by our values
Our operating model is focused on putting our employees first. This
means empowering our team and giving them the skills and confidence
to champion the customer. We achieve this through living our core
values and team commitments.
Proud
We are proud of what we do, how
we do it and the people who make
it happen – we stand out from the
crowd and are proud to work as
part of Team Motorpoint.
Happy
We enjoy what we do and we show
it – a smile is contagious and our
teams wear them naturally with
pride. A happy team makes for
a better working environment
which in turn translates to a great
customer experience.
Supportive
We have a one team ethos and
understand that together we
achieve more. We are a united
team focused on a common goal
and vision and will always help our
customers and colleagues alike
#drivingdreams®.
Honest
This applies to our teams,
investors and customers. Courage
and honesty are the vehicles
for positive change and Team
Motorpoint has embraced this.
How we deliver
forourcustomers
Retail stores
Our retail stores offer sales, vehicle
preparation (different levels of
scale) and a large display area.
All stores offer refreshment and
lounge facilities to enhance
our customers’ experience and
comfort. Locations are generally
positioned for ease of access and
located within close proximity of a
large population. We have invested
in automation to speed up the
customer journey. Our digital
contactless purchase process
allows customers the option to
complete their vehicle purchase
in store or online, visit our store
to collect their vehicle, and drive
away in under 30 minutes.
Retail websites
We constantly innovate to deliver
outstanding customer service
and we have a nationwide home
delivery service. Our improved
website allows us to maintain
a convenient and trusted
user experience as customer
preferences evolve. Our ongoing
focus to upgrade imaging and
vehicle specification details
provide customers with substantial
information on the vehicle they are
researching or buying, enhancing
the conversion to sale on our
website. We have also worked hard
to ensure a seamless customer
journey between online research
and in store experience through
our shortlist feature (a unique
reference enabling the team to
continue the customer journey
quickly in store or via email/
telephone), as well as maximising
the website’s speed.
Home delivery
Our customers can choose
a vehicle, arrange finance,
purchase and have it delivered
to them, without having to leave
their home.
Part exchanges
Motorpoint generally sells vehicles
with less than 40,000 miles, and
less than five years old, to retail
customers. Vehicles in excess of
this mileage and age purchased
from a customer are sold through
our wholesale E-commerce
platform Auction4Cars.com.
This platform provides invaluable
live data on the latest valuation of
vehicles sold and allows us to offer
the best price to our customers for
their part exchange.
09
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements

Chair’s statement
Motorpoint is well positioned
to benefit from an improved
used car market
Strategic opportunity
More than three years ago,
Motorpoint announced a departure
from its historic approach by more
aggressively embracing the role of
technology and digital services in
its business and setting forth more
ambitious goals. We have since
expressed our long term strategy
to become the UK’s largest used
car dealer by providing market
leading digital services, and
by redefining the omnichannel
business model by developing
integrated consumer journeys
across our digital, store, customer
service and delivery channels that
will meet changing consumer
needs. We believe this to be our
central strategic opportunity.
Underpinning Motorpoint’s new
capabilities will be contemporary
technology and data practices
which will not only enable unique
omnichannel customer journeys
but will improve efficiency in our
key processes such as selling,
vehicle preparation, logistics,
pricing and inventory turnover.
FY25 saw moderate improvement in
macroeconomic headwinds – slight
reductions in interest rates, periods
of improved consumer sentiment,
more stable used car pricing and
some loosening of supply. I am
pleased that Motorpoint was able
to benefit from these moderate
market improvements and, indeed,
outperform the market. We grew
retail sales and market share
strongly, increased our margins
and reduced days in stock. This,
coupled with our more efficient
cost base, ensured a return to
meaningful levels of profitability
and cash generation for the year.
As much as we would like to believe
that the challenges are behind
us, this would be premature. The
supply of used vehicles, particularly
those meeting our nearly new
criteria, remains subdued. Interest
rates remain high, and the effect of
global disruptions in trade on the
UK used car industry are unclear.
Nevertheless, we are cautiously
optimistic that economic trends are
favourable, confident that Motorpoint
is well positioned to benefit from
an improved used car market, and
looking increasingly to the future by
modestly increasing our investment
in our strategic capabilities.
Our long term strategy
is to become the UK’s
largest used car dealer by
providing market leading
digital services.”
Persevering through
adifficultmarket
The used car industry has faced
difficult market conditions for
several years. High interest rates,
periods of car price volatility,
depressed consumer demand
and constrained vehicle supply
combined to cause upheaval in
the industry and reduce our sales
and profits. After a particularly
challenging FY23, and facing
similar conditions in FY24,
Motorpoint quickly implemented
a rightsizing and margin
improvement programme with the
aim to limit losses and preserve
cash. This restructuring, which
continues to be in place today,
proved critical to limiting losses
during FY24 and positioning the
Company to benefit from market
improvement in FY25 andbeyond.
10
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Chair’s statement continued
Beginning soon after embarking
on this ambitious strategic agenda,
and continuing through to today,
significant economic challenges
have continued to negatively
impact the used car market and
Motorpoint in particular. Although
the Company remained committed
to its strategic direction and
to our belief in the size of our
opportunity, Motorpoint’s capacity
to invest in its strategic plans has
naturally been constrained. We
have made modest but targeted
strategic progress while balancing
our ambitions with responsible
financial management.
With a positive FY25 behind us,
and cautious optimism for further
improvement in FY26 and beyond,
we will again consider targeted
investments toward our long term
strategic plans.
We look forward to continuing
improvements to our website,
returning to our programme
of adding stores, developing
selective key technology
infrastructure, building data
tools in pricing, transport and
allocation, scaling our Sell Your
Car direct purchase proposition,
and testing market opportunities
for aftersales service. As market
conditions continue to improve,
and Motorpoint’s profits and cash
generation grow proportionately,
our confidence in a more
aggressive pace of strategic
investments will grow as well.
We remain convinced of our long
term strategic opportunity and look
forward to pursuing it with as much
vigour as conditions allow.
Capital allocation
Motorpoint has consistently
demonstrated its ability to generate
cash, even in tougher economic
times. Last year, while making
selective strategic investments in
data, technology and marketing,
we successfully completed the
repurchase and cancellation of
3.6million shares. We have recently
commenced a further buyback
programme to repurchase and
cancel another 3 million shares,
and have plans to reintroduce a
dividend. Our priority remains to
invest cash responsibly in pursuit
of our ambitious strategic agenda.
However, we believe the buybacks
and dividend are an appropriate use
of excess cash and an enhancement
to shareholder value.
Throughout the year, we regularly
engage with our shareholders
to ensure there is a clear
understanding of how the Group’s
business is managed to generate
sustainable returns and long term
success. To that effect, following
dialogue with Saray Capital, our
largest shareholder, we will be
inviting Mr Majed Hashim, Chair and
CEO of Saray Capital, to participate
as a board advisor. We anticipate
this role may include periodic
meetings with management and
the Chair of the Board of Directors,
and his attendance at select future
standalone strategy sessions with
our Board and management team.
We look forward to benefiting from
his insights and experience at
these meetings.
I would like to thank the
Motorpoint team for their agility
and resilience over the past
few years which has positioned
the business well, and for their
positive performance in FY25.
I am delighted that their hard
work has been rewarded with a
return to profitability and market
outperformance.
John Walden
Chair
12 June 2025
Motorpoint Group Plc Annual Report and Accounts 2025
Strategic Report Governance Financial Statements
11

Return to profitable growth
and outperformance of the
used car market
During the year, we recommenced
our new store expansion
programme with the Group’s
21st store opening in Norwich in
December 2024. Notwithstanding
the ongoing consumer and
macroeconomic environment,
Motorpoint is in a strong position
to grow further, and I am cautiously
optimistic for the FY26 outlook.
I was also pleased to announce
another share buyback
programme, post year end
on 3 April 2025, following the
successful completion of last
year’s £5 million buyback. In
addition, the Board has proposed
the recommencement of a
progressive dividend policy, with
a full year dividend of 1.0p per
share. This reflects both our ability
to generate strong cash flow while
achieving sustainable growth, and
our focus on delivering attractive
returns to shareholders.
Return to profitable growth
We launched Brilliant Basics
in FY24 to focus on driving
operational excellence, which
resulted in a lean cost base, faster
stock turn and lower prices, with
the cumulative effect of improving
profitability. The benefits started
to materialise in the final quarter
of FY24 and have continued
throughout FY25. Retail units grew
strongly, up 13.9% on FY24, despite
lapping tougher comparatives in
the final quarter which slowed
the rate of growth. We also
outperformed our peers, with
market share growth of 12.3%.
Employees – named as one of
the Top 115 best big places to
work in 2025 by Sunday Times
Customers – Record level NPS
in Q4FY25 (84)
Shareholders – Significant
increase in profit, and returning
cash to shareholders
Chief Executive’s statement
Our response to the
macroeconomic challenges
we faced in FY23 and FY24 has
demonstrated our resilience
by focusing on relentless plan
execution to do what is right for
our customers. We continue to
remain focused on ensuring we
stock the best value, affordable
used cars, as well as reinforcing
our ‘Double the Difference’ lowest
price guarantee. We expanded
our use of data to better inform
buying and dynamic pricing
decisions, which supported
strong metal margin performance.
This agile approach helped us
minimise any overage stock
and, where necessary, clearance
was supported by marketing
investment. Days in stock reduced
further to an industry leading 43
days (FY24: 45 days). Strong metal
margin and ancillary product
performance helped offset lower
finance commissions which
continue to be impacted by
high interest rates.
As previously reported, we
significantly reduced our
headcount in FY24, when we
rightsized the business. Whilst
the FTE headcount at year end
increased to 779 (FY24: 710), as we
cautiously responded to increased
customer demand, this remains
significantly below the high of
almost 950 in early FY23.
Our confidence grew in FY25 to enable
investment acceleration, further enhancing
our digital capabilities and recommencing
our new store opening programme.”
Overview
Having returned to profitability
in the first half of FY25, I am very
pleased with our performance
across the full year, delivering
profitable growth and significantly
outperforming the wider used
carmarket.
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Strategy update – focus on
accelerated growth plans
Despite the market challenges
during FY24, we remained
committed to our long term
growth aspirations, whilst
focusing in the short term on
margin improvement, cost
base management and cash
generation, as well as furthering
the strategic objectives that offer
the best near term returns. Our
strong cash position allowed
us to continue making targeted
strategic investments, with further
improvements in technology
involving both our retail and
wholesale businesses.
As our confidence grew through
the year, it enabled us to
accelerate investment, further
enhancing our digital capabilities
and upscaling our E-commerce
offering and recommencing our
new store opening programme.
Norwich opened in December
2024 and is trading successfully.
As well as having the capability
to prepare its own cars (and thus
being less reliant on transportation
from other sites), it benefits from
having a larger pitch capacity.
Norwich is our 21st store, and we
envisage that future openings will
be at similar sized, larger locations.
In addition, we have significantly
invested in our original store at
Derby, which includes expanding
the site, therefore increasing the
number of vehicles on display for
customers alongside a brand new,
better positioned showroom.
Chief Executive’s statement continued
We continued to enhance our
digital capabilities in FY25,
which translated into increased
website traffic and resultant
leads. Enhancements continue
to be made to our website, and
we believe that it is now one of
the best in the market. Sales
from digital leads increased
by 16% and we are becoming
increasingly more efficient in how
the marketing budget is spent.
Customer acquisition cost per
retail unit fell from £190 to £177
over this same period. Website
sessions increased 16%
to 15.9million.
Data is becoming ever more
fundamental to how we operate;
from what prices we set daily,
to what streams of marketing
work best in a rapidly changing
marketplace. As such, we continue
to bolster our data and digital
teams, and where necessary, attain
input from third party experts. We
are now able to provide our buying
teams with real time data to allow
them to have further confidence
when acquiring vehicles, and also
to inform selling price decisions.
We are also expanding our Sell
Your Car (SYC) proposition - our
car buying service direct from
consumers - buying 3,572 cars in
the year, and c.300k vehicles were
valued for SYC and part exchange.
Increased customer demand,
coupled with the successful
execution of our Brilliant Basics
programme, has resulted in a
return to profitability in FY25, and
provides the Board with increasing
confidence to establish organic
plans to accelerate growth.
The Board has reviewed future
plans, and whilst investing in
organic growth remains the
priority, it has concluded that
cash generation can also support
returning significant levels of cash
back to shareholders by way of
buybacks and dividends.
The Group’s strategic growth
priorities in FY26 and beyond are:
Expansion of supply channels
• SYC expansion
• Increase number and scale of
sourcing channels
New store openings
• Norwich blueprint for
larger stores
• Target areas of country with
little market presence
Data and AI to further inform
buying and pricing
• Buying decisions based on
internal and external data
• Dynamic pricing, led by data
• Site allocation to aid faster
stock turn
Broaden brand reach
• Invest in new and existing
channels to reach consumer
• Website destination for research
and buying
Further technology development
to enhance the customer journey
• Best in class website; continue to
invest, to optimise functionality
• Webchat/Chatbox enhancement;
maximise AIopportunity
• Complete omnichannel approach
to CRM with full personalisation
• Expand paid media opportunity
Develop aftersales customer offer
• MOTs in house
• Service plans/product
sales trials
Motorpoint is extremely well
positioned to accelerate growth
and make significant market share
gains while capitalising on the
above priorities to improve the
customer offering and increase
efficiency.
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The Motorpoint Virtuous
Circle remains at the core
ofeverythingwe do
Our operating model of how our
employees and stakeholders
interact, the Motorpoint Virtuous
Circle, combined with our values
of Proud, Happy, Honest and
Supportive, continue to provide a
robust framework for explaining
how we do business.
The Virtuous Circle begins with
our employees. We are extremely
pleased to be named by the
Sunday Times as one of the Top 115
best big places to work in 2025.
We measured team satisfaction in
H2 FY25 with a nationwide survey.
Our response rate was an excellent
90%, and we achieved an overall
engagement score of 83%, ahead
of the industry benchmark. Our
goals in FY25 were to increase
communication through regular
one to ones, All Hands meetings
and relaunching Learning and
Development courses, all of which
have been very successful. As
is the norm here at Motorpoint
for many years, nobody works
on their birthday and our “One
Big Dream” initiative (two hours
off) can be used monthly for the
team’s fulfilment. As the pace of
business expansion increases, and
we open more stores, recruiting
high calibre team members will be
especially important, and we will
remain focused on not only hiring
the strongest talent, but also on
training and culture enhancement.
Chief Executive’s statement continued
We believe that the engagement of
our team is directly correlated to
our customers’ satisfaction.
As we innovate our omnichannel
customer experiences, our highly
engaged team continues to
deliver what we believe is a market
leading proposition of Choice,
Value, and Quality to our loyal
customers with an unerring focus
on customer satisfaction. Our NPS
for sold vehicles did dip slightly
in the first half to 77, levels last
seen in FY19 and FY20. However,
following strong focus across the
whole business, our NPS score
improved to above 80 in the
second half, and finished FY25 at
record levels (Q4 FY25: 84).
The final piece of our Virtuous Circle
is delivering for our shareholders.
We are delighted that we have
successfully returned to profitability.
Cash generation has been strong
which enabled us to successfully
execute the share buyback,
commence another, and restart our
progressive dividend programme,
whilst not having to compromise on
strategic investment.
Environmental, Social and
Governance (ESG)
The ESG Committee has continued
to lead on setting and refining
our environmental, social, and
governance objectives. Our
ambition remains to be the UK’s
most environmentally responsible
used car retailer. Over the reporting
period, we have made tangible
progress against our ESG targets.
We have achieved further
reductions in energy consumption,
with Scope 1 and 2 emissions and
business travel in total down 4.9%
compared to the previous period,
on a same space basis. During the
year, we cut total waste by more
than 140 tonnes (15.6%) despite
increased business activity,
underscoring our commitment
to operational sustainability.
Through close collaboration
with supply chain partners, we
are embedding responsible
environmental practices across
operations. Aparticular highlight
is our initiative to repurpose end
of life tyres for use in community
playground infrastructure.
Following increased public interest
in March 2025, which reported
industry malpractices relating
to the disposal of tyres, we
reaffirm that all our tyre recycling
is conducted domestically
in accordance with stringent
UKstandards.
Social responsibility continues
to be a key area of focus. We
conducted our external employee
engagement and wellbeing survey
in partnership with WorkL, which
achieved a 90% response rate
across the business. The overall
Happiness Score was 83%, a rating
that is independently classified as
excellent. This, along with the
Sunday Times’ recognition of
Motorpoint being one of the
best big places to work in 2025,
provides evidence that we continue
to make excellent progress.
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Chief Executive’s statement continued
Outlook
Positive momentum has continued
into FY26:
• Delivered retail volume
growth across April and May
(against tougher prior year
comparatives), and profitability
increased on previous year
• Vehicle pricing remains
generally stable
• Metal margins further
strengthening, aided by
data insight
• Growing supply from our SYC
channel
• Ancillary product performance
positive, supported by new
products
• NPS running at all time high
We expect ongoing
macroeconomic pressures to
generally ease, with further,
moderate reductions in interest
rates and the supply of nearly
new used vehicles should
continue to slowly increase.
However, we remain mindful
consumer confidence in the near
term remains uncertain. We will
continue to prudently manage
cost base despite labour inflation
headwinds.
Mark Carpenter
Chief Executive Officer
12 June 2025
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2024
2023
2022
2025 1.0p
Nil
Nil
Nil
18.7p
2023
2024
2025
(0.7)p
2022
(9.3)p
3.7p
£(21.2)m
2023
2024
2025
£5.6m
2022
2024
2023£(0.6)m
£9.2m
£6.6m
£(8.4)m
2022 £16.9m
2025 £3.2m
2025 £1,335
2024 £1,222
2023 £1,300
2022 £1,446
£(8.2m)
£4.1m
2023 £(0.3)m
2025
2024
2022 £21.5m
2025 £1,173.1m
2024 £1,086.6m
2023 £1,440.2m
2022 £1,322.3m
2025 £90.8m
2024 £73.1m
2023 £85.7m
2022 £106.3m
Key performance indicators
Non financial KPIs
It’s important that we measure our performance
For FY25 we have identified those KPIs that best align to our strategy,
such as reporting our revenues, profitability and market share.
Estimated sale orders
from digital leads
3
27.0k
Market share
(0–6 year old market)
1,2
2.4%
N/A
2023 2.2%
2024 2.1%
2025 2.4%
2023 21.1k
2025 27.0k
2022 19.3k
2024 23.2k
Net Promoter Score
4
80
Number of stores
4
21
2022 84
2025 80
2024 82
2023 84
2024 20
2025 21
2023 19
2022 17
Financial KPIs
5
Revenues
£1,173.1m
Gross profit
£90.8m
Gross profit per retail unit
£1,335
Net cash/(debt)
6
£6.6m
Basic earnings per share
3.7p
Profit/(loss) after tax
£3.2m
1. Based on data produced by the Society of Motor Manufacturers and Traders (SMMT).
2. 0-6 year old cars not a focus in 2022.
3. Based on number of reservations, test drives, and enquiries originating fromdigitalchannels.
4. Number of open stores at year end.
5. Definitions of terms can be found in the Glossary on page 168.
6. Cash less any borrowings, excluding lease liabilities.
Profit/(loss) before tax
and exceptional items
£4.1m
Dividend per share
1.0p
2022
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Our Values
Proud
Honest
Happy
Supportive
Our strategy
The Car Buyer’s
Champion
Focused on plans to accelerate
profitable growth.
Expand supply chain
channels
• SYC relaunch andexpansion
• Source from profitable channels
• Focus on newer cars, and those
with best margin
1
27
36
45
Develop
aftersales/
customer offer
• MOT in house
• Service plans/
product sales
• Car ownership
cycle
Restart new
storeopenings
• Norwich opened
December 2024
• Target where there’s
little market presence
Data to
furtherinform
• Buying decisions
• Pricing
• Store vehicle
allocation
Broaden
brandreach
• Evolve advertising
• Website destination for
research and buying
• Earn customer’s
lifetime loyalty and
enhance CRM
People growth
• Reinvigorate Learning and
Development strategy
• Maintain a culture promoting
high performance
• Further develop employer brand
Technology
development
• Best in class website
• Embrace AI
opportunities
• Integrated
customerdata
Accelerate
for growth
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Our strategy continued
Website refresh yields results
FY25 highlights
• Launched a completely revised version of the SYC functionality
• Coming Soon cars (cars in preparation) added to the website to increase choice
• Warranty and ancillary products can now be included in the Finance Calculator to
increase awareness and purchase rates
• Custom deposit functionality added for customers looking to purchase with zero
or very low deposit
• Multiple website and content initiatives to improve the user experience,
Core Web Vitals and SEO performance
• New Data Platform designed, built, and delivered in nine months
• Three new data tools built to drive performance and efficiency, covering buying,
allocation and pricing
Digital and data approach
More stores boost national footprint –
brand awareness increases, and new
customers attracted
FY25 highlights
• New store opening programme recommenced
• Norwich successfully opened in December 2024
• Target 10% market share in each market we operate in
• Significant number of opportunities across the country remain
• Ongoing pipeline of potential opportunities being explored
• Use market share data by postcode to identify the best locations
• Focus on larger site locations, with bigger pitch capacities than the more recent openings
• New stores will be able to prepare their own cars
• All A4C locations are now housed on a retail site, and are not standalone
• Our very first Motorpoint store in Derby upgraded and expanded
• Selected stores to be refitted in FY26
New store openings
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Our strategy continued
Managers’ Conference
The venue aligned with our
key focus of strengthening
Brilliant Basics, reinforcing a
high performance culture and
positioning for strategic growth.
Taking advantage of bringing
together over 100 of our
managers, our teams were
updated on business performance
and given sharpened focus and
insight on the goals for each area
of our Virtuous Circle. To ensure
that the event was engaging and
interactive, and to strengthen
relationships across our teams,
attendees were split into groups
and worked their way around
different sessions focused on
future plans, hosted by members
of our Senior Leadership Team.
Not only were these sessions fun
(there was bingo, quizzes, team
working and prizes up for grabs),
critically they made sure that
everyone was aligned with the
company strategy and understood
the role they each play as the
business moves forward.
We were also joined on stage by
Professor Damian Hughes, our
keynote speaker, highly respected
and renowned for his expertise
in change psychology, sport,
organisational development and
high performance, and the
cohost, alongside Jake Humphrey,
of the highly praised ‘High
Performance Podcast’.
Damian’s session was both
informative and memorable,
and his sporting anecdotes
and strategies for personal and
team effectiveness translated
particularly well given the venue.
The afternoon event concluded
with an interactive question and
answer session before everyone
was brought back together in the
evening to enjoy a drinks reception
and dinner. The ‘Champagne
Moments’, and recognition that
followed, neatly rounded off the
day’s agenda, the perfect way in
which to reward and celebrate
success, as well as providing
inspiration for the future.
We hosted this year’s Managers’ Conference: ‘Accelerate for Growth’
at St George’s Park, the home to England’s national football teams.
People and Culture
Our Virtuous Circle is at the core of how Motorpoint
operates. The Managers’ Conference is just one
example of how we take every opportunity to engage
with team members, reinforcing our core values and
strengthening relationships across teams.”
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Section 172(1) statement
Our stakeholders at
the heart of our model
The Board has a duty to promote the long term, sustainable success
of the Company and of the wider Group. The baseline duty is set
out in section 172(1) of the Companies Act 2006, but in reality, it is
broader, and the Board considers a wide range of statutory and other
factors within its decision making process.
Board decision making will always
encompass:
• the likely consequences of any
decision in the long term and
the risks to the Group and its
stakeholders;
• the interests and wellbeing of
our people and the communities
where we are present;
• the impact of our vehicles and
business on the environment
and the need to ‘decarbonise’;
• the Group’s relationships with
its customers and suppliers;
• the importance of our
reputation for integrity and
high standards of business
conduct; and
• the need to act fairly as between
members of the company.
Motorpoint believes that a key
mechanism in ensuring that
it makes good long term and
sustainable decisions is open,
two way dialogue with all our key
stakeholders. We believe that
understanding the perspective and
needs of our stakeholders is vital
to the Group’s success.
Good governance, our business
ethics and integrity are essential
to continue to be an attractive
company for our investors,
employer for our employees,
partner for our suppliers and
retailer for our customers.
We have a code of conduct in
place for all employees, which
sets out our expectations for
ethical behaviour and responsible
decision making. We also have a
dedicated customer care team
that is focused on ensuring that
our customers are satisfied with
the service we provide.
In addition to this, we have also
established several community
initiatives to support the local
communities in which we operate.
We recognise that our success
as a business is closely linked to
the wellbeing of the communities
in which we operate, and we are
committed to being a responsible,
sustainable member of our local
communities.
We regularly review our policies and
procedures to ensure that they are
in line with our obligations under
section 172(1) and that they continue
to effectively take into account the
needs of all our stakeholders.
This section 172(1) statement
signposts in more detail some
of the key ways in which we
have engaged with stakeholders
across the year ended 31 March
2025 and built confidence in the
sustainability of their relationship
with the Group. It should be read
in conjunction with:
the Chair’s statement
pages 10 to 11
the Chief Executive’s statement
pages 12 to 15
the ESG report
pages 24 to 36
the Chief Financial Officer’s
review pages 48 to 51
the Risk landscape
pages 52 to 66
the Governance report
pages 70 to 116
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Section 172(1) statement continued
Engaging with our stakeholders
Engaging and understanding the needs of our key stakeholders has never been more important and is critical to the Board’s decision making.
Stakeholder Why we engage How we engage Outcomes and how feedback reaches the Board
Our people We have an experienced,
diverse and dedicated
workforce which we recognise
as a key asset of our business.
Therefore, it is important
that we continue to develop
the right environment and
Company culture to encourage
and create opportunities for
individuals and teams to realise
their full potential.
• We measure our team’s engagement twice a year through
surveys; Best Places to Work is an external survey and our
internal Driving Seat Survey
• We have a source of information for our team, the
‘Knowledge Hub’ which is provided to enhance our
communications and sharing of information with our teams
• We simplified a number of systems and processes
(including the Sales process) to enhance team training
and development
• We have set up a designated session for all stores and
team members to receive dedicated monthly time with the
Senior Leadership Team (SLT), driving more engagement
across the whole business with the SLT
• We have a comprehensive Learning and Development
strategy with focus on job skills, leadership and personal
development training delivered face to face and online
• Monthly SLT/CEO listening groups called ‘Ask me Anything’
carried out across the country
• Monthly HQ All Hands meeting to provide updates on
Company performance
• We have a designated Non Executive Director (NED) who
oversees employee engagement and holds regular listening
groups with employees
• Engagement survey results and annual people plan
presented to the Board
• Have held various SLT sessions on DEI, with an
external DEI specialist, creating our strategy and SLT
commitments
• Continued to offer health and wellbeing initiatives with
mental, physical and financial support
• We committed to ensuring we pay at least the National
Living Wage
• People reports at scheduled Board meetings
• Annual pay review and reports to the Remuneration
Committee
• We have invested in salary levels in key strategic areas of
the business
Read more on pages 29 to 33
Our customers We are here to help our
customers buy the car they
want, in the way they want.
Our Choice, Value and Quality
proposition is reliant on having
the right partnerships to enable
us to deliver for customers.
We have an unerring focus on
customer satisfaction.
• Direct feedback sought on a regular basis via NPS (80 in
FY25), Trustpilot (Excellent rating) and Google reviews
• Monitoring/reporting of sales, footfall, website traffic and
internet search analyses
• Dedicated customer care team
• Social media and websites
• Ongoing projects to improve all aspects of
customer journey
• Direct contact in stores
• Strong NPS score
• Strong repeat and referral business
• Use of data to better understand customer needs, and
addressing these
• Customer research is informing the development of a
vehicle and customer data profile
21
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Section 172(1) statement continued
Stakeholder Why we engage How we engage Outcomes and how feedback reaches the Board
Our suppliers
and partners
It is crucial that we develop
and maintain strong working
relationships with our suppliers,
so we can enhance the efficiency
of our business and create value,
and make sure we treat suppliers
in line with our values and ethical
standards. We continually assess
our supplier and partner network,
and leverage both internal and
external expertise to ensure
appropriate relationships and
fair economics.
• Standard terms of business and regular supplier meetings
• Contingency planning should there be a failure in the
supply chain
• Supplier and distributor onboarding due diligence
(financial, quality, business integrity and compliance,
component supply, modern slavery, etc.)
• Ongoing management of supplier relationships
• Procurement review undertaken to assess how we improve
efficiency and ensure best value for money for Motorpoint
• We collaborate closely with supply chain partners to embed
responsible environmental practices
• CEO and senior management team focus on supply chain
challenges arising from expanding into new channels
and suppliers
• Engaging with a broad range of suppliers and regular
transition between channels, with a similar level of
flexibility in our product offering
• Further strengthening of supply chain team
and processes
Our communities Our employees care deeply
about our communities. As a
responsible employer, we want
to contribute to the economic
development and sustainability
ofour communities.
• Commitment to invest in the successful and sustainable
delivery of careers and education for young people in our
local communities
• All team members are entitled to time off to support
volunteering in the community
• Awards and recognition
• Sponsorship and volunteering by employees
• Raising funds for local charities close to our stores across
the UK
• We support payroll giving to allow team members to
support charities that are important to them, many of
which will be local
Read more on page 33
Our shareholders As a company listed on the
London Stock Exchange’s Main
Market, we need to communicate
clearly and effectively with
our existing and prospective
shareholders to develop their
understanding of how the Group’s
businesses are managed to
generate sustainable returns and
long term success.
• Annual Report
• Consultation with lead investors and voting advisory
organisations
• Regulatory News Service (RNS) announcements
• Annual General Meeting
• Investor presentations
• Corporate website
• Formal roadshows arranged twice a year to engage
with investors
• Investors have the opportunity to visit stores and meet
a range of employees
• The Board is provided with regular feedback on investors’
views and market developments
• Face to face and virtual meetings with investors
• We issued regular trading updates via the RNS facility
to update the market on the financial performance
of the business
• Our website (www.motorpoint.co.uk) provide a broad
range of information and data
• Monthly reporting on shareholder share trading
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Section 172(1) statement continued
Stakeholder Why we engage How we engage Outcomes and how feedback reaches the Board
Our environment The natural environment affects
many aspects of what we do.
Our own materiality research
also shows that the importance
of environmental concerns rated
highly among stakeholders. As a
business, we need to do what we
can to support our environment
to ensure a sustainable business.
• Developed a comprehensive climate transition plan,
reinforcing our commitment to sustainable business
practices
• Expanded monitoring of our greenhouse gas (GHG)
emissions and ongoing reduction activities to support our
efforts to reduce the impact of our emissions
• Continuous monitoring of our waste and implementation of
improvements to reduce waste
• Engagement with third parties who provide expertise
• ESG Committee at Plc level to oversee ESG matters
• Environment is a key pillar of the ESG Committee
• ESG target achievement linked to annual bonuses
• Formal ESG strategy in place with three key areas linked
to our environment
• Environmental performance measures included in Annual
Report including waste and GHG emissions
Read more on pages 25 to 28
How we made our key decisions
In this section, we set out how we considered the interests and needs of stakeholders in two of our key decisions this year.
Decision 1: Recommence store opening programme
In line with the Company’s strategy set out earlier in this report, the Board agreed to
recommence a new store opening programme with the Group’s 21st store opening in
Norwich in December 2024.
The long term effect The strategy intends to boost both national footprint and profit,
through increased brand awareness, and attract customers in
new markets.
Affected
stakeholder
groups
Customers and consumers
The locations of our new stores mean that we are able to be
closer to customers and helps to give them greater choice
when deciding on their next car purchase.
Employees
Our continued investment to deliver on our strategy helps to
motivate our employees across the business, demonstrating our
commitment to accelerating for growth, as well as providing
more job opportunities.
Investors
The new stores help to accelerate market share in new markets,
supporting our growth strategy as customers purchase at new
locations and brand awareness increases. This increase in market
share will lead to longer term sustainable and profitable growth.
Feedback from shareholders indicated positive support.
Decision 2: Share buyback programme
The Board announced its intention to commence a further share buyback programme, and
repurchase and cancel up to 3.0m ordinary shares of 1p each in the capital of the Company.
The long term effect Considering the Company’s cash generation across FY25 and
the strength of the balance sheet, the Board believes there to
be sufficient cash in the business to continue to fund ambitious
organic growth alongside the share buyback programme.
Affected
stakeholder
groups
Investors
The share buyback will allow the Company to optimise its capital
structure, thereby reducing the cost of capital and increasing
shareholder value. Feedback from shareholders indicated
positive support.
Financing partners and creditors
The Board considered the Company’s long term funding
arrangements with its financing partners, and relationships
with creditors in determining whether there was sufficient cash
available to carry out the programme.
23
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E
n
v
i
r
o
n
m
e
n
t
a
l
G
o
v
e
r
n
a
n
c
e
S
o
c
i
a
l
Acting responsibly,
ESG is a core part
of our identity
Environmental, Social and Governance (ESG)
FY25 summary
An overview of the targets we
set for the year recognising
where we achieved our goals
and where we still have progress
to make.
Page 25
Emissions data
The automotive sector is a
significant contributor to
greenhouse gas emissions, and
we are committed to playing
our part in reducing this impact.
This section provides details
of our SECR statement as well
as a complete set of emissions
across our Scope 1, 2 and 3
footprint.
Pages 26 to 28
Waste management
Details of our waste
management strategy,
including our approach to
reducing, reusing, and
recycling waste.
Page 26
Energy usage
We recognise the importance
of minimising our use of natural
resources and are dedicated to
reducing our carbon footprint.
This section provides data on
our energy and water usage, as
well as details of our initiatives
to reduce our consumption and
improve our efficiency.
Pages 26 to 28
Social responsibility is a
key component of our ESG
performance, and we support
our team members, customers,
and the communities which
we serve. This section provides
details of our social initiatives,
including our commitment
to diversity and inclusion,
community outreach, and
employee wellbeing.
Pages 29 to 33
Good governance is essential
for building a sustainable,
resilient business. This section
provides an overview of
our governance framework,
including our approach to
risk management, board
composition and diversity,
and ethical business practices
as well as our TCFD aligned
disclosures.
Pages 34 to 36
Environmental
Social Governance
Environmental, Social and Governance (ESG)
is a core part of our identity, and we aim
to be a business that takes every decision
balanced with ESG consideration.
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Environmental, Social and Governance (ESG) continued
Environmental
Total waste reduced
(15.6)%
Total energy reduced
(7.4)%2
Waste to landfill
0.9%1
FY25 summary
This year, we set a goal to achieve
a further 3.75% reduction in like
for like energy usage including
business travel, on a consistent
square foot basis with last year.
The goal is measured on tCO
2
e per
square foot vs FY24. This goal was
directly linked to executive pay
and has been achieved with a 4.9%
reduction. We also set a target, as
last year, to send less than 1.0%
waste to landfill.
Excluding the impact of the Derby
renovation, we achieved this
with only 0.9% of waste sent to
landfill. However, including the
renovation, this figure rose to 2.5%.
We are currently reviewing waste
management practices for future
renovations to minimise landfill
use. We are pleased with the
progress made against the targets
in the year and full details can be
found on page 26.
Continued focus on targeting like
for like energy usage reduction
aids us on our journey to net zero.
Embedding these targets into our
stores, offices and preparation
centres is crucial to achieving
energy efficiency, and during the
year we partnered with store and
preparation managers to look at
ways in which energy usage could
be reduced.
Store, preparation centre and head
office managers have oversight
of environmental data and their
relative performance against
targets. Data analytics software
shows heat maps of energy usage
to support energy reduction
actions. During FY25, we launched
automated notifications for high
or unexpected energy usage
at our stores. We maintained a
league table for stores to compare
energy, water and waste data
across all stores. Managers have
performance targets for energy
reduction through the impact on
site profitability.
We continue to monitor
internal intensity ratio as a KPI
for monitoring our emissions
footprint. The metric is defined
as our total Scope 1 and 2 and
Business Travel, divided by the
total floor area of the business
(tCO
2
e/floor area – sq ft). This
metric helps us deliver more
accurate like for like comparisons
with previous years and is
disclosed in our SECR statement
later in this section.
We continue to report against
the recommendations of the
Task Force on Climate related
Financial Disclosures (TCFD);
this year included a transition
plan for the first time meaning
we now report against all TCFD
recommendations. In line with
previous reporting, we continue to
adhere to the SECR requirements.
In FY25, the footprint of the
business grew with the opening
of our 21st store in Norwich. We
also began work on an extensive
modernisation of our Derby
store which flooded in FY24. This
gave us the opportunity to make
Derby our store of the future, with
investments made into the most
energy efficient technology and
capabilities.
Also core to our ESG framework
is the need to adapt to customers
as buying trends move to favour
more sustainable products. Whilst
Electric Vehicles (EV) remain a
relatively low proportion of stock
held, we still expect increased
demand for EVs in the future.
1. excluding a one off refit event.
2. on same space basis.
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Environmental, Social and
Governance (ESG) continued
Waste management
During FY25, we continued to prioritise our efforts towards improving
our waste management. Although we missed our landfill waste target
due to significant renovation at our Derby store, we have reduced total
waste by 15.6%, despite increased business activity. Excluding the impact
of the Derby renovation, 0.9% of waste went to landfill which meets our
target of 1.0%. We are engaging with our waste partners to implement
improvement plans in respect of future renovations.
Total Waste figures FY25 FY24
Total Waste 787.0t 932.3t
Kg Waste/sq ft 0.92 1.11
Percentage waste recycled 64.0% 66.6%
Percentage waste recovered 33.5% 33.2%
Percentage waste to landfill 2.5% 0.2%
Energy usage
This year we were delighted to achieve a 7.4% reduction in energy usage
in kWh/sq ft terms. This represents the good work we have done across
the business setting usage alerts which notify in real time if energy use
increases above expectations allowing our sites to quickly minimise
inefficiency.
Total electricity and gas usage FY25 FY24
1
% change
Total Electricity kWh 5,190,717 4,890,069 6.1%
Total Gas kWh 2,758,279 3,528,537 (21.8)%
Total Energy 7,948,996 8,418,606 (5.6)%
kWh/sq ft 9.30 10.04 (7.4)%
1. Restated from the prior year due to a miscalculation in automated meter reading
data resulting in an understatement of the gas usage. This changed the Total Gas
kWhs used from 2,870,695 to 3,528,537, the Total Energy figure from 7,760,764 to
8,418,606 and the kWh/sq ft from 9.26 to 10.04.
Emissions data
Greenhouse gas (GHG) emissions
and reductions
As highlighted by our previous
ESG materiality assessment,
GHG emissions and reductions
are high priority for the business.
The increased data accuracy and
reporting with regards to our
energy usage directly corresponds
to our GHG emissions, and as
such we have been tracking our
Scope 1 and Scope 2 emissions
periodically to enable reporting
at relevant forums such as the
ESG Committee.
Streamlined Energy and Carbon
Report (SECR) FY25
This report has been compiled
in line with the March 2019
BEIS ‘Environmental Reporting
Guidelines: Including streamlined
energy and carbon reporting
guidance’, and the EMA
methodology for SECR reporting.
All measured emissions from
activities which the organisation
has financial control over are
included as required under The
Companies (Directors’ Report)
and Limited Liability Partnerships
(Energy and Carbon Report)
Regulations 2018, unless otherwise
stated in the exclusions statement.
The carbon figures have been
calculated using the DESNZ 2024
carbon conversion factors for
allfuels.
Lowering like for like
energy consumption
in support of
sustainable growth.”
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The table below sets out Motorpoint’s emissions in FY25 with prior
year comparatives.
FY25 FY24
1
Total energy use covering electricity,
gas, other fuels and transport (kWh) 13,220,491 13,596,613
Scope 1 emissions generated through
combustion of gas (tCO
2
e) 505 646
Scope 1 emissions generated through
use of transportation (tCO
2
e) 1,143 1,128
Scope 2 emissions generated through
use of purchased electricity (tCO
2
e) 1,075 1,013
Scope 3 emissions generated through
business travel (tCO
2
e) 99 120
Total Scope 1 and 2, Business travel (tCO
2
e) 2,822 2,907
Intensity ratio – Total Scope 1 and 2,
Business travel (tCO
2
e/ Floor Area – sq ft) 0.00330 0.00347
Note: Disclosures above are aligned with the SECR minimum mandatory requirements
for quoted companies: global Scope 1 emissions from combustion of gas/fuel for
transport purposes and global Scope 2 emissions from purchased energy. Additional
disclosure of Scope 3 emissions from business travel or employee owned vehicles is
included. Motorpoint Plc operates within the UK only.
1. Restated from the prior year due to a miscalculation in automated meter reading
data resulting in an understatement of the gas usage. This changed the total energy
use from 12,938,771 to 13,596,613 and therefore the Scope 2 emissions generated
through combustion of gas (tC0
2
e) from 525 to 646 and the Intensity ratio from
0.00332 to 0.00347. This restatement had no impact on the executive bonus
calculation as the prior year reduction was still above the target.
Our SECR reported emissions for
Scope 1 and 2, Business Travel
decreased 2.9% from 2,907 tCO
2
e in
FY24 to 2,822 tCO
2
e in FY25. On an
intensity basis, taking into account
the portfolio size of the business,
our emissions intensity decreased
by 4.9% from FY24 to FY25.
Our relative footprint decrease
for combustibles and purchased
energy in Scope 1 and 2 reflects
the success of our site business
partnering, working with managers
to continue to find ways to reduce
gas and electricity usage.
Scope 3 emissions
Our focus has been on the
emissions from our direct
operations under Scope 1 and
Scope 2 of the GHG protocol.
While these emissions are more
directly under our control, they
offer only a footprint portion, as
opposed to the emissions of our
entire value chain under Scope 3.
Scope 3 emissions have increased
year on year by 65.0% which is
largely driven by the ‘use of sold
products’ category. This reflects a
significant rise in average annual
mileage as individuals return to in
person work, alongside increased
sales volumes and a changing
stock profile. This category
makes up 96.1% of Scope 3
emissions and other movements
between Scope 3 categories were
immaterial year on year.
There are a total of 15 categories
defined by the GHG protocol for
Scope 3. Of these 15 categories,
we have established that nine
additional areas not in our SECR
reported emissions above are
relevant to Motorpoint’s value
chain. Based on these categories,
we have calculated our emissions
using the most appropriate
method with the data available to
us, recognising that reliable data
for Scope 3 is a challenge and
we are on a journey to improving
our understanding in this area.
Particular focus was put towards
the calculation of emissions from
products sold, as this category
makes up the majority of our entire
footprint across Scope 1, 2 and
3. For categories less material to
the business due to their reduced
totals of tCO
2
e, we have calculated
them using a range of industry
accepted data and estimates.
A full breakdown of our category
justification and calculation
methods can be found on
our website.
Environmental, Social and Governance (ESG) continued
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Motorpoint Scope 1, 2 and 3 emissions FY25 FY24
1
Total Scope 1 emissions 1,648 1,774
Total Scope 2 emissions 1,075 1,013
Scope 3 emissions
Category 1 Purchased Goods and Services 12,581 12,111
Category 2 Capital Goods 1,346 1,136
Category 3 Fuel and Energy 417 120
Category 4 Upstream Transportation 8,116 6,731
Category 5 Waste 133 215
Category 6 Business Travel 99 120
Category 7 Employee Commute 502 395
Category 8 Upstream Leased Assets N/A N/A
Category 9 Downstream Transportation 278 174
Category 10 Processing of Sold Products N/A N/A
Category 11 Use of Sold Products 587,157 349,069
Category 12 End of Life Treatment of Products N/A N/A
Category 13 Downstream Leased Assets N/A N/A
Category 14 Franchises N/A N/A
Category 15 Investments N/A N/A
Total Scope 3 610,629 370,071
Total Scope 1, Scope 2 and Scope 3 emissions 613,352 372,858
1. Restated from the prior year due to a miscalculation in automated meter reading data resulting in an understatement of the gas usage, as noted previously.
Progress against targets:
Our targets for FY25 were to:
• reduce our intensity ratio
of total Scope 1 and 2 and
business travel divided by the
total floor space of the business
(tCO
2
e by sq ft) by 3.75%; and
• achieve less than 1.0% waste
to landfill.
We are pleased with our
progress in the year in respect
of Scope 1 and 2 emissions and
business travel achieving a 4.9%
reduction year on year based on
tCO
2
e/sq ft. Excluding the one
off refit, we achieved our waste
to landfill objective.
Environmental, Social and Governance (ESG) continued
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Environmental, Social and Governance (ESG) continued
Social
Promotions
88
compared to 61 in FY24
“Excellent Employee
Experience”
3
Employee Engagement
(WorkL)
Team members
790
Long Service Awards
62
Spread across 5, 10, 15 and
20 years’ service awards
Sunday Times
Top 115
best big places to work 2025
From the very beginning
Motorpoint has been a people
focused business – and our team
members have always been at the
heart of our business model and
our Virtuous Circle.
We have always stood up to be
the Car Buyer’s Champion, making
sure our customers can buy a
quality nearly new car with no
hassle from a trusted business
that does things in the right way.
Then there are the communities
that we work within.
Wherever we do business, we want
to bring high quality employment
to the community through our
team members and their families,
but more than that we want to
be a positive force for good,
helping those less fortunate,
supporting those starting out
in life, facilitating opportunities
and generally making sure that
wherever we trade, the community
is a better place for having
Motorpoint nearby.
Health and safety
The Board recognises that the
highest levels of safety are
required in order to protect our
employees and customers. The
Board believes that all incidents
and injuries are preventable, and
that all employees have the right to
expect to return home safely at the
end of every working day.
The Board requires that the
Group systematically manages
its health and safety hazards, sets
objectives and monitors progress
by regular measurement, audit
and review. Regular health and
safety summaries are prepared
and shared with the Board.
Managers and supervisors
across all levels in the Group are
responsible for managing the
health and safety of their teams as
part of promoting and embracing
a positive health and safety
culture. The Board emphasises
the importance of individual
responsibility for health and safety
at all levels of the organisation,
and expects employees to report
potential hazards, to be involved
in implementing solutions and to
adhere to rules, procedures and
Group policies. A key element in the
continuous improvement of health
and safety management is sharing
best practice and lessons learnt
from incidents across the Group
and the wider industry. Accidents,
incidents and near misses are
investigated, with actions generated
to prevent recurrence.
To embed health and safety
practices in the wider workforce,
we ensure that all our employees
receive health and safety training
modules as part of a two year
training cycle. Completion is
monitored centrally and late
completers are notified to their
line manager on a monthly basis.
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Environmental, Social and
Governance (ESG) continued
Our people
Our people have always been
the heart of our business. Our
achievements this year can be
attributed to our talented teams
who worked in line with our values
and demonstrated high levels of
resilience. Our people have made
sure that our customers have
continued to receive industry
leading service as demonstrated
by Trustpilot; our preparation
teams have looked after thousands
of cars, ensuring that there’s no
car like a Motorpoint car; and
at Head Office, our teams have
supported the wider business and
embedded key processes, and
embraced technology, to enable
our operational teams to deliver
a seamless customer experience.
Our approach to developing a high
performing and inclusive culture
is achieved through a number of
initiatives and is explained on the
following pages.
Our values
We are proud
We are proud of what we do, how
we do it and the people who make
it happen – we stand out from the
crowd and are proud to work as
part of Team Motorpoint.
We are supportive
We have a One Team ethos and
understand that together we
achieve more. We are a united
team focused on a common goal
and vision and will always help
our customers and colleagues
alike #drivingdreams®.
We are happy
We enjoy what we do and we show
it – a smile is contagious and our
teams wear them naturally with
pride. A happy team makes for
a better working environment
which in turn translates to a great
customer experience.
We are honest
We speak the truth and give
honest feedback at all times; this
applies to our teams, investors
and customers. Courage and
honesty are the vehicles for
positive change and Team
Motorpoint has embraced this.
Diversity, Equity and Inclusion
It is important to us that all of our
team members are proud to work
at Motorpoint. To enable this, we
want to make sure that there is
respect for difference and there is
true inclusion at every level of our
workforce, and for our customers.
We expect everyone to be
welcomed and treated equitably
by having the same chance
of success whoever they are,
whatever they do and wherever
they are from.
We recognise that Diversity, Equity
and Inclusion is a key enabler to
achieving our strategic goals.
A diverse, equitable and inclusive
culture gives us a competitive
advantage to recruit the best
talent, and we believe that
different perspectives allow us to
make more rounded decisions that
are reflective of the environment
in which we operate and the
customers that we serve.
We ensure that our Diversity,
Equity and Inclusion commitments
are weaved into all of our decision
making processes, making sure
that Motorpoint is a place where
everyone feels valued, respected,
and supported to be their best –
creating role models who display
our values to each other and to
our customers.
We do all of this together
We are equal parts of the whole
and we are stronger together.
Our values have been in place
since 2018 and they continue to
be a true reflection of how we
work together at Motorpoint. Our
Leadership Behaviours scheme
demonstrates to leaders at all
levels across the business what
good leadership looks like at
Motorpoint and what we, and
our team members, expect from
a Motorpoint Leader. These
have been embedded across
our processes to bring them to
life and make sure that we keep
these front of mind.
Our virtuous circle starts with our people, and our aim is to create
an environment where personal growth is at the top of the agenda
with continued open discussions around individual development
and career pathways offering growth opportunities to everyone.”
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Our approach to Diversity, Equity,
and Inclusion
Our Diversity, Equity and Inclusion
strategy comprises of five core
commitments:
Our commitments
1. As a Senior Leadership Team,
we will lead by example
2. We will create an
inclusiveculture
3. We will attract, retain
and develop a diverse
Motorpointteam
4. We will create more diverse
voices around the senior
leadership table
5. We will create more customer
and community connectivity
Measuring the impact of our
commitments to Diversity,
Equity and Inclusion
To ensure that we can measure
the progress and impact of our
Diversity, Equity and Inclusion
strategy we now collate key data
from our new team members
when they join the business.
All team members are asked about
their sexual orientation, ethnic
background and any disabilities as
part of their onboarding journey.
We also collated this information
from all of our existing team
members. People are given the
option as to whether they wish to
partake or not. This means that
we can appropriately measure the
impact of key initiatives, through
employee engagement surveys,
ethnicity pay gap measurements
and identify where we have clear
gaps in our teams.
With respect to recruitment,
we have anonymised all CVs on
our applicant tracking system
to remove any demographic
data, such as gender, age, sex
or ethnicity to ensure that all
candidates are assessed solely
on their skills, qualifications
and experience.
Gender Pay Gap
The Gender Pay Gap is the
difference between the average pay
of men compared to the average
pay of women and is expressed
asapercentage difference.
In calculating these figures, the
mean figure is a sum of the hourly
pay rates for all women in the
organisation divided by the total
number of women. We then repeat
the process for men and the pay
gap is the difference between
the two.
The median gap is calculated by
listing the hourly pay rates for each
of the two groups and taking the
middle amount (the median). We
then subtract the median figure for
the women’s group from the men’s,
divide it by the men’s median
hourly pay rate and multiply by
100 to get the percentage.
Mean Median
Total Pay Gap 3.6% 4.7%
Salary Pay
Gap (11.0)% 3.5%
Bonus Pay
Gap 55.8% 18.8%
We are pleased to report that our
Gender Pay Gap, for the reported
period, has reduced since our
last report. This has been a year
on year trend and one we will
continue to focus on. The median
pay gap has reduced from 18.1%
last year to 3.6%. This is attributed
to the fact that more females
hold leadership and higher paid
positions within the business,
which is a positive step forward
towards closing the Gender Pay
Gap at Motorpoint. This is also the
case when looking at our salary
only data where we see a positive
sway to females with a (11.0)%
gap, compared to a (1.8)% gap last
year. The opposite is true when
looking at the bonus gap, since the
majority of the workforce in lower
salaried roles are male and these
roles qualify for larger bonuses.
What drives the Gap?
There is a continued perception
that the motor trade is a male
orientated industry and at
Motorpoint we find that this,
alongside the lack of female
representation in our commission
based roles and a low female to
male ratio in our upper quartile,
are the reasons why we have
a gap in gender pay. All roles
at Motorpoint are eligible for a
performance related bonus which
means that the vast majority of
our team received a bonus in the
last 12 months, irrespective of
their gender.
Environmental, Social and Governance (ESG) continued
The Welcome Day was
really good, I really
enjoyed it. There were a
lot of interactive activities,
which was a great way to
get to know colleagues
from different areas of
the business, people that
I wouldn’t usually come
into contact within my
role so this was great.
The escape room was
brilliant, this had been
well thought out and
definitely brought the
sense of fun to the
Welcome Day.”
IT Head office, Derby.
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The bonus pay gap which we have reported can be related to the gender
split across the quartiles, especially in the upper and upper middle
quartiles, where bonus is relative to base salary and where fewer females
occupy the highest earning roles.
Gender mix
Male Female Male % Female %
Senior Leadership 8 2 80.0% 20.0%
Leadership 35 11 76.1% 23.9%
Manager 48 28 63.2% 36.8%
Team member 449 122 78.6% 21.4%
All employees 540 163 76.8% 23.2%
The Gender mix table sets out our gender breakdown at various levels in
the Company, including the breakdown for all employees, based on the
703 individuals employed as at 5 April 2024, the date at which the Gender
Pay Gap was assessed. Details of our diversity at Board level, including
gender, can be found in the Nomination Committee report on page 82.
Supporting our team
At Motorpoint, we believe that the combination of our focus on driving
dreams, robust ESG credentials and our people and culture, not only
differentiates us from our peers but also gives us a competitive advantage.
We believe that Motorpoint is an amazing place to work but we constantly
strive to become an even better place to work. The Virtuous Circle is
at the very heart of the way we do business as we genuinely believe
that if we get it right for our team members, then they will get it right
for our customers and that will create stronger performance for all our
stakeholders. We are proud to have been recognised in the Sunday Times
Top 115 best big companies to work for in 2025.
To ensure that we maintain our focus on team member engagement and
genuinely live our values Proud, Happy, Honest, Supportive and Together,
we undertake a wide range of team member focused activities, some of
which are as follows:
In January 2025, we completed
our first external Happiness
Survey with WorkL which
recognises organisations who
have consistently high levels
of employee experience and
wellbeing in the UK. We achieved a
90% response rate from across the
business with an overall Happiness
score of 83%, which is measured
as excellent. WorkL believe that
individuals who feel they have
more power over their working life,
wellbeing and environment will take
more responsibility for the success
of their employer. This survey has a
six step approach to measuring
the overall satisfaction in the
following areas:
• Reward & Recognition
• Information Sharing
• Empowerment
• Wellbeing
• Instilling Pride
• Job Satisfaction
We are extremely proud to report
that we scored ‘Good’ in the first
area and ‘Excellent’ in the further
five areas. The survey also gives
focus to Confidence in Management
and Diversity & Inclusion and again
our results in these areas were
measured as ‘Excellent’.
Learning and Development (L&D)
Our team members are the start of
our Virtuous Circle. We ensure that
all team members are equipped
with the skills and knowledge to
perform their roles to the best
of their ability to enable us to
deliver an outstanding customer
Listening to our employees
Employee voices are important
to us and we run engagement
surveys regularly. This year, we
ran our BeHonest Survey; we also
ran a pulse survey in relation to
our recognition schemes and as
a result we updated our popular
employee scratch cards with new
prizes which are used for peer
to peer recognition across the
business. Of course, the important
thing about an engagement
survey is the actions that you
take as a result of the feedback,
and at Motorpoint all areas of the
business are expected to create
an action plan based on their team
feedback and are measured on
delivery against those plans.
Our CEO is keen to hear feedback
from all levels across the business
and regularly holds ‘Happy Hour’
sessions, whereby team members
can attend to ask questions and
discuss areas for improvement
across the business.
The Senior Leadership Team (SLT)
spend a significant amount of
time in stores speaking to team
members at all levels. They hold
regular ‘Ask me Anything’ listening
sessions obtaining feedback from
team members face to face in our
stores and preparation sites across
the country, helping us understand
the issues faced and driving action
to make improvements to our team
member experience.
experience. To further enhance our
talent attraction strategy, we have
developed our career pathway
model and ensured that we have
the tools and resources in place to
develop our teams’ careers.
At Motorpoint, we ensure that our
L&D strategy provides an equitable
opportunity for our team to develop
and ultimately, progress in their
careers. Alongside this, we offer a
number of personal development
courses for our teams to enhance
their skills, not only in the workplace
but also in their lives. We regularly
review and refresh the content of
our Learning Management System
to ensure that our teams have
access to up to date e-learning
courses that they can access at
atime to suit them.
We have focused on the
development of our leadership
teams throughout the year. All of
our leadership teams have had
access to one to one coaching and
mentoring, which has supported us
in providing a core bench of talent
for succession.
We are also increasing our focus
on apprenticeships and early
careers. In a world where vehicle
maintenance and preparation
skills are in short supply, we see
this as a key part of our strategy
to build a leading team. This focus
extends across the business, and
we have seen significant success
of our apprenticeship schemes
within HR, Finance and our
administrationteams.
Environmental, Social and Governance (ESG) continued
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Environmental, Social and
Governance (ESG) continued
Wellbeing
The wellbeing of our team
members has always been
important to us at Motorpoint.
Happy and Supported are two
of our values and our focus on
the Virtuous Circle means we
are naturally concerned about
how our colleagues are feeling –
emotionally, physically, mentally
and financially.
We have invested in mental health
first aid training and have made it
compulsory for all managers in the
business to be trained, as well as
training further team members in
each of our sites to be able to offer
support locally when needed.
Our One Big Dream scheme gives
the gift of time and flexibility, and
allows an individual to take time
out, once a month, fully paid, to do
something that matters to them. In
FY25, we offered over 8,435 hours
of additional paid time off as part
of this scheme. We only ask that
employees do something that will
genuinely drive their happiness.
This benefit has received
immensely positive feedback and
has been used across an array of
activities. The diversity of people’s
selection demonstrates just
how important it is to apply the
flexibility to our employee benefits
in order to have a real impact on
personal wellbeing. We also give
extra leave for birthdays, moving
house and getting married.
Of course, one of the best ways
to ensure our team members’
wellbeing is to provide high quality
jobs that reward people well,
providing fulfilling and enjoyable
work in a supported environment
with high quality leadership.
This provides opportunities to
grow and develop personally and
professionally, and that brings us
all the way back to the Virtuous
Circle and our Motorpoint values.
We continue to partner with
Sovereign Healthcare to provide
a 24 hour employee assistance
programme for our team members.
This provides a counselling hotline
for team members with issues
across a wide range of subjects
that may be impacting their lives
and gives potential access to face
to face counselling if required. We
also provide financial support via
Sovereign Healthcare to all team
members for key health treatment
including optical support, physical
therapy and dentalcare.
To further support our team, we
have also partnered with Retail
Trust who have been caring for
and protecting the lives of people
working in retail for a number
of years. Retail Trust offers a
dedicated wellbeing helpline,
and financial aid is also available
through the Retail Trust to support
those facing the challenge of
financial hardship due to a range
of circumstances.
Our benefits’ platform My M.O.T
(Motorpoint Offers and Treats)
provides our team members with
access to a wealth of information
and practical resources to assist
them with financial and physical
wellbeing. The platform also
provides team members with
discounts for hundreds of retailers.
Motorpoint in the community
This year, we have continued
to support and encourage our
teams to give something back to
their local communities. Charity
fundraisers have taken place
across stores and at head office,
involving bake sales, a dragon
boat race, as well as supporting
individuals taking part in events
such as the London Marathon and
a hike across the Pennines.
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Our governance extends beyond conventional governance
frameworks, providing visibility and accountability to
stakeholders over ensuring businesses have sustainable
practices to drive long term value creation. We are committed to
ensuring that our practices are both appropriate and sustainable
in today’s fast evolving business landscape.
Whistleblowing
We operate a confidential
whistleblowing hotline which is
available for all of our team and
our suppliers, to give them the
opportunity to raise any issues
about dishonesty or malpractice
within Motorpoint. The results of
which are independently collated
and submitted to the Risk and
Compliance Committee. The
Company Secretary reports regularly
to the Audit Committee and the
Board on whistleblowing matters.
Anti bribery and corruption
Motorpoint has a zero tolerance
policy in respect of bribery
and corruption and our anti
bribery policies and anti money
laundering policies are routinely
communicated to all employees.
This extends to all business
dealings and transactions, and
includes a prohibition on offering
or receiving inappropriate gifts
or making undue payments to
influence the outcome of
business dealings.
Employees are required to disclose
offers of gifts, hospitality or other
incentives with a value of more
than £100. All employees receive
communication of the relevant
policies as part of the onboarding
process and new versions are sent
out if updated.
The Group does not make
political donations.
Governance
Environmental, Social and Governance (ESG) continued
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Treating Customers Fairly
Treating Customers Fairly (TCF)
is a regulatory requirement and
applies to all regulated firms in
the conduct of their business.
The Financial Conduct Authority
(FCA) regards fair treatment of
customers by firms as a key part of
FCA regulation in the retail market.
TCF is a core foundation of
delivering our retail proposition of
Choice, Value and Quality, and is
thereby fundamental to delivering
long term business value. To
this end, the Board has reviewed
and maintained our Treating
Customers Fairly and Vulnerable
Customers policies. Through
concerted focus, TCF has become
an integral part of the culture
and is subject to frequent and
rigorous scrutiny within all forums
that consider, inter alia, customer
facing processes, employee
remuneration, and product
selection. We are committed
to delivering the best possible
service to our customers, with
objectives across the business
reflecting this aim.
In particular, the following
business areas are under constant
review to ensure alignment with
Motorpoint’s business model,
customer requirements and the
regulatory environment:
• marketing practices, including
promotional material
• sales processes, whether on
site, via the contact centre
or digital
• customer communications
• record keeping
• complaints handling
A review and reporting
environment has been developed
to ensure that Motorpoint’s high
expectations are met, and that all
systems, people and processes
are supported to achieve our TCF
objectives, including via:
• qualitative quality controls, such
as aftersale customer interviews
and mystery shops
• quantitative quality controls,
such as cancellation rates for
products within their cooling off
period
• ongoing training and support
for our team, including
personalised and scheduled
refresher training
Commission Disclosure
Following the FCA Motor Market
Review in March 2019, the FCA
issued a policy statement in
July 2020 prohibiting the use of
discretionary commission models
from 28 January 2021, which the
Group adhered to. The Group
continues to believe that its
historical practices were compliant
with the law and regulations in
place at that time.
On 11 January 2024, the Financial
Conduct Authority (FCA)
announced a section 166 review
of historical motor finance
commission arrangements and
sales, and planned at that time
to communicate a decision on
next steps in the second half
of 2024 based on the evidence
collated in the review.
The FCA indicated that such
steps could include establishing
an industry-wide consumer
redress scheme and/or applying
to the Financial Markets Test
Case Scheme, to help resolve any
contested legal issues of general
importance. Subsequently, on
25 October 2024, the Court of
Appeal’s judgment in Hopcraft
v Close Brothers Ltd, Johnson v
Firstrand Bank Ltd, and Wrench
v Firstrand Bank Ltd stated that a
broker could not lawfully receive a
commission from a lender without
the customer’s fully informed
consent to the payment.
The FCA has now extended the
time period of its review into 2025.
Since the ruling on 25 October, the
Group altered its selling processes
to comply with new requirements
from its lenders, which includes
upfront full commission disclosure.
Following this change there has
been no material change in finance
take up among our customers.
The Group is not directly involved
in the selling of finance products
to consumers; instead it refers
consumers to third parties who
administer and are responsible for
the finance product themselves.
The Supreme Court met in April
2025 to hear the appeal on this
case and their decision is awaited.
Human rights
Motorpoint conducts business
in an ethical manner and
adheres to policies which
support recognised human
rights principles. We continue
to address the risks of modern
slavery and human trafficking,
with the Board debating and
adopting the annual Anti Slavery
Statement and raising awareness
of the risks across the business.
We work with our suppliers to
protect workers from abuse or
exploitation by communicating to
them the terms of our Anti Slavery
Statement and request their
adherence to our policy.
A statement of the Group’s compliance
with the Modern Slavery Act 2015 can
be found on the Group’s website at
www.motorpoint.co.uk
Environmental, Social and Governance (ESG) continued
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The Consumer Duty
The Consumer Duty is a suite of regulations introduced by the FCA that set a higher standard for the treatment of consumers using financial services and products. The duty requires firms to
put their consumers’ interests first, making it easier for them to make decisions in their best interests and receive good outcomes.
The duty sets an overarching principle, cross cutting rules and requires implementation across four key outcomes. Below is an outline of the duty and a description of how Motorpoint
governs its ongoing compliance with the duty.
Area Description Motorpoint Governance
The Consumer Principle This is the overarching principle that defines the purpose of all of the Consumer Duty regulation, that ‘firms
must act to deliver good outcomes for retail customers.’
Motorpoint has a specific working group
covering all aspects of the duty.
The Cross Cutting Rules 1. ‘Acting in good faith’ (e.g. not taking advantage of any lack of knowledge on the consumer’s part).
2. ‘Avoiding foreseeable harm’ (e.g. performing affordability checks prior to application).
3. ‘Supporting consumers in achieving their financial objectives’ (e.g. providing a straightforward method of
cancelling a product should it be in the customer’s interest to do so).
Governance is aligned with the cross cutting
rules of the consumer duty. This included a
process mapping exercise ensuring complete
coverage of the legislation.
The Four Outcomes Product and services:
The actions required for this outcome will differ depending on firm status as a manufacturer, co-manufacturer,
or distributor. Overall, it requires firms to work to ensure the products and services they offer are right for the
end consumer and consider any vulnerabilities their target market may have that can be accounted for.
Price and value:
Firms should focus on the fair pricing of their products and offering value for money. Firms should review
commission arrangements and for example, ensure they do not encourage the sale of products that are not in
the consumer’s interest.
Consumer understanding:
The FCA feels the consumer is often placed at a disadvantage due to a lack of knowledge about the products
or services a firm is selling, while the firm has the greater understanding. This outcome serves to make firms
address this imbalance to allow consumers to make informed decisions. This could take the form of providing
further information in an easily digestible and accessible way when it is most relevant to the consumer.
Consumer support:
This outcome includes the numerous ways in which firms act to communicate with consumers and provide
their services. There should be straightforward processes. The key message from the FCA here being that it
should not be any more difficult to cancel, switch or complain about a product than it is to purchase it initially.
A full review of the customer journey has
taken place to ensure all four outcomes are
appropriately in line with the legislation.
The customer journey remains under constant
review and a governance structure is in place
that ensures continued compliance with
the legislation.
Motorpoint has worked closely with its
product suppliers (lenders) for regulated
consumer products and ensured that the
findings from the lenders in respect of the
Consumer Duty were included within our
customer journey governance.
Environmental, Social and Governance (ESG) continued
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Task Force on Climate related Financial Disclosures (TCFD)
We support the Task Force on Climate related Financial Disclosures (TCFD) and
its recommendations. We are making TCFD disclosures consistent with the
11 TCFD recommendations, the UK Listing Rules and consideration of the all
sector guidance and the Guidance on Metrics, Targets and Transition Plans.
We recognise that climate change
is the most serious challenge
to the global community, and
we understand we have a role
to play in reducing greenhouse
gas emissions and striving for
change in the industry. The
effects of a transitioning economy
will directly affect the motor
industry throughout the value
chain, evidenced by the UK
Government’s commitment to the
end of the sale of conventional
new petrol and diesel cars by
2035. We are committed to
continuously measuring and
assessing the impacts of climate
risks and opportunities across our
operations, physical locations
and supply chains.
Board of Directors
Governance pillar
Environmental, Social and
Governance (ESG) Committee
Working groups
Audit Committee
Site managers
Risk and Compliance Committee
Finance
• Ultimately responsible for the oversight of climate related risks and opportunities, with escalation via the Group Risk and Compliance Committee
• CFO is climate related risk owner
Management monitor, manage and oversee climate related risks and opportunities producing management information for committees
• Assessing the Group’s environmental
sustainability strategy, including oversight
of metrics and targets supporting carbon
reduction ambitions
• Cross functional working groups support
ESG Committee on topical issues, for
example the development of an electric
vehicle (EV) strategy
• Overview of the risks
facing the organisation, including
climate change risk
• Oversight of environmental data and their
relative performance against targets
• Delegated responsibility for
identification, management
and assessment of Group risks
• Finance team supports CFO who is
climate related risk owner, including
ensuring controls and procedures are
established to oversee climate related
risks and opportunities
Delegates responsibility
to committees
Escalation to Board via Risk and
Compliance and ESG Committees
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a) Describe the Board’s oversight of climate related risks and opportunities
Board of Directors
The Board of Directors is ultimately responsible for the oversight of our climate related risks
and opportunities impacting the Group. This includes Motorpoint and Auction4Cars.com.
All areas of the business have been considered in the assessment of climate related risks
and opportunities.
The Board of Directors met nine times in FY25. The climate related areas considered by the
Board in the year are summarised in the table below.
Climate related
risk register
CFO, Chris Morgan, owns the Climate related risk register
Oversight of climate risks and opportunities through escalation
via the Risk and Compliance Committee
Review and approval
of annual budgets,
longer term financial
and strategic planning
Climate related matters are considered in strategic business
decisions, including considering trade offs associated with risks
and opportunities. This includes capital investments, for example
in electric charging, solar infrastructure and new store energy
efficient design
Flooding risk Review and approval of the business interruption insurance claim
(following Derby flood) including impact of flood on business
activities, estimated losses and results of insurance claim and
future insurance availability. Assessment made over potential
store vulnerabilities in respect of flooding alongside rollout of
revised emergency response plans at all locations. Flood risk
assessments for all locations presented to Audit Committee
Metrics and targets Review and approval of final metrics for Scope 1 and 2, and
business travel for inclusion in annual reporting as the metric
linked to executive remuneration bonus
Review and approval for other ESG metrics, including
Scope 3 reporting
The Board is supported by three committees who have delegated responsibility over various
aspects of governing the Group’s climate related risks and opportunities.
Audit Committee
The Audit Committee overviews the risks facing the organisation, including climate change.
The Audit Committee reviewed the FY25 TCFD disclosure. The Audit Committee has reviewed
the work performed by the Group in respect of ESG matters and the oversight provided from
the internal and Plc ESG Committees.
Executive Risk and Compliance Committee (Risk Committee)
The Risk Committee has delegated responsibility for the identification, management and
assessment of the Group’s climate related risks and opportunities. This is supported by
quarterly reviews of the Group’s emerging risks, and yearly reviews of the principal risks.
Please see the risk management pillar for further information on the risk management
process. Climate change is included as a principal risk.
Environmental, Social and Governance Committee (ESG Committee)
The ESG Committee is responsible for assessing the Group’s environmental sustainability
strategy. The relevant areas considered by the Committee are set out in the governance
pillar table.
Metrics and targets Oversight of carbon emissions including Scope 1, 2 and 3
Review of strategy for future assurance of Scope 1 and 2
carbondata
Review of the climate transition plan supported by targets
to ensure the Group can track its progress to meet the UK
Government’s net zero commitment
Review of ESOS action plans
Skills and resources Review of internal and external capacity and/or skills to deliver
ESG strategy
Remuneration Committee
In the previous year (FY24), the Remuneration Committee established an executive
management remuneration linked to climate related considerations. The Committee
continues to monitor the performance and remuneration outcomes. The target for
executive management is linked to an intensity emission reduction for Scope 1 and 2
carbon emissions against the previous year.
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Skills and competencies
The Board has sufficient expertise and experience in climate change to oversee the
governing of climate related risks and opportunities. The Chair of the ESG Committee has
sufficient experience in ESG and climate change. All new Directors have a balanced induction
and skills review including experience in ESG and climate change. The Non Executive
Director and Chair of the ESG Committee shares experience with other Directors and
management.
b) Describe management’s role in assessing and managing climate related risks
and opportunities
Management’s role is to ensure that the day to day management of climate related risks and
opportunities are delivered alongside the overarching Group strategy.
The CFO has ownership of the sustainability strategy and climate related risk register. The
CFO is supported by the Head of Risk and external consultants to measure and report
on GHG emissions, including Scope 3 emissions. The finance function also provides
assessments of the financial impact of the Group’s climate related risks and opportunities.
Store, preparation centre and head office managers have oversight of environmental data
and their relative performance against targets. Data analytics software shows heat maps of
energy usage to support energy reduction actions. During FY25, we launched automated
notifications for high or unexpected energy usage at our stores. We maintained a league
table for stores to compare energy, water and waste data across all stores. Managers have
performance targets for energy reduction through the impact on site profitability.
All the Group’s functions are responsible for implementing risk management practices as
defined in the risk management framework, including in relation to climate related risks and
opportunities. The CFO owns the risk register and is supported by functional management
to implement mitigation strategies. For example, operations have supported with the
development of emergency response plans. Management reports into the Risk Committee.
Our climate change strategy is underpinned by our desire to reduce the carbon we produce
significantly. In addition, we ensure climate related risks are managed within our risk appetite
and opportunities are identified and maximised. Our commitment to ESG, particularly climate
related issues, is a key consideration in all decisions made at Motorpoint.
Strategy pillar
a) Describe the climate related risks and opportunities the organisation has identified
over the short, medium, and long term
The risk management pillar explains the process undertaken to identify climate related risks
and opportunities.
The climate related risks and opportunities have been identified across short, medium and
long term time horizons.
Short term Next three
years (2028)
The short term period impacts our immediate
business strategy and financial planning
Medium term 2028 to 2035 The medium term period covers our medium term
strategy including targets for the 2030 estate.
We expect there to be a significant adoption of
electric vehicles (EVs) over this period due to the
zero emission vehicle mandate
Long term Beyond 2035 The long term period includes our longer term
carbon reduction target date. As we offer nearly
new cars, a significant amount of our sales will be
from EV beyond 2035
The risk and opportunity tables describe the climate related risks and opportunities identified
over the short, medium and long term. Section c) of the strategy pillar explains the climate
scenarios we have considered to determine which risks and opportunities could have a
financial impact across the timelines. Motorpoint operates in one sector and is a UK based
business. The risk identification considers all areas of the business.
Risk grading is consistent with the wider Group. The minimum risk recognition limit for a low
risk is greater than 0% chance of crystallisation and a 2% of greater impact on key financial
targets specific to the risk. The dynamic risk scoring considers likelihood and impact before
mitigations. The climate scenario analysis has been presented using two scenarios:
Net zero emissions by 2050 (NZE): A below 2°C scenario
Stated policies scenario (STEPS): Warming above 2°C expected
As shown on the table on page 43, we have modelled a range of Representative
Concentration Pathways (RCPs) to understand our exposure to physical climate risks,
including RCP 2.6, 4.5 and 6.0.
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Dynamic risk scoring
Risk Risk area
Climate scenario with
greatest impact Risk description Short Medium Long
Transition
Policy and legal
NZE Risk of increased taxation as the Government aims to meet its own climate
change commitments.
Key areas relating to Motorpoint include:
• Increased taxes for energy
• Vehicle fuel taxes
• EV mandates
• Overall ‘carbon tax’
This may impact operational costs through carbon and energy taxes.
Risk is greatest in the short term due to political landscape and policy gap to
meet UK net zero targets.
Technology and
market risks
NZE Increased costs from increased demand of energy usage at sites due to charging
of EVs and offering charging services to customers. Electricity costs may
increase if reliant on the national grid due to taxes or resource shortages.
Sales in the short term are expected to have a larger proportion of internal
combustion engine vehicles. Risk increases in medium to long term as EV
offering increases.
Technology and
market risks
NZE We may not be able to reach net zero without offsetting due to certain Scope 3
categories (emissions from vehicles sold or logistics).
Scenario analysis into the UK carbon market suggests the price of carbon may
increase in the medium to long term.
Reputational risks
NZE Customers or other stakeholders lose confidence in the brand as Motorpoint
does not respond effectively or urgently to public concerns over climate change.
This could impact our ability to attract and retain talent.
Risk is greatest in the short term as sales are expected to have a larger
proportion of internal combustion engines. Risk decreases in the medium to long
term as we implement our ESG strategy.
Key to risk scoring:
High Low Medium
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Dynamic risk scoring
Risk Risk area
Climate scenario with
greatest impact Risk description Short Medium Long
Physical
risks
Acute risks
STEPS Risk of action from climate action groups disrupting the business due to
operating in sector perceived to be harmful (e.g. private vehicles).
Risk is greatest in the short term as sales are expected to have a larger
proportion of internal combustion engines that may be of focus for climate
action groups.
All climate
scenarios
Extreme weather events could lead to site and inventory damage. In the prior
year, a flooding event at Derby led to stock write off, damage to infrastructure,
closure of branch leading to some loss of earnings, and increased insurance
premiums.
Extreme weather events could impact sales or inventory in all time horizons.
All climate
scenarios
Extreme weather events could cause significant supply chain disruption affecting
Motorpoint’s ability to move cars quickly and efficiently. We would expect this to
impact logistics providers.
Extreme weather events could impact suppliers across all time horizons.
STEPS Extreme weather events could increase competition for land use, affecting
Motorpoint’s ability to expand to new sites. There may be additional due
diligence costs, flood mitigation costs and premiums on land deemed to be
lower risk.
We expect this risk to increase over time because of availability of insurance and
increased flood risk, evidenced through climate scenario analysis.
Chronic risk
All climate
scenarios
Material rise in sea levels leading to changed UK landscape; site relocation and/
or supply chain alterations is required.
Climate scenario analysis suggested material rise in sea levels will occur over the
longer term.
Key to risk scoring:
High Low Medium
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Opportunities
Area Opportunity Time horizon Relative impact
Competition and
market
To take market share by being a leader on zero emission vehicles achieved through a diversified product acquisition
strategy and investment in green skills for our employees. There are additional opportunities for offering products or
services to support customers with electric vehicles (e.g. home charging units)
Medium term Medium
Supply chain Opportunity to maximise sustainable supply chain, leading to reductions in energy and carbon use. For example, in FY24 we
moved to a new logistics provider. We are benefiting from a more efficient logistics fleet and expect further improvements
from developments in heavy goods vehicle (HGV) fleet
Medium term Medium
Brand Reputational advantage for being a sustainable company and achieving ESG strategy. This could be through lower interest
rates from sustainability linked loans, or increased sales as Motorpoint is perceived as a more sustainable company
than peers
Medium term Low
Locations Increased opportunity to have more sustainable footprint through investments in renewable energy generation with two
sites being assessed for solar installations during FY25, and energy efficiency measures
Long term Medium
b) Describe the impact of climate related risks and opportunities on the organisation’s
business, strategy, and financial planning
During the year, we undertook an exercise as part of our financial planning to assess future
cash flows across multiple climate scenarios. The assessment ensures climate related risks
have been incorporated into the assessment of impairment reviews.
The findings from this work are included in section C of the strategy pillar. There is no
significant risk of impairment to our future operating model assets or any short term risk
identified indicating a possible impairment over assets. There are no current impacts on
access to capital or investment into research and development.
Our strategy is to improve the energy efficiency of our estate as we offer lower emission
vehicles to customers. This year we engaged with our landlords to explore and quote for
solar installations at two of our sites. Following the flooding at our Derby store in the prior
year we have continued to develop our emergency response plans and review existing and
future site locations for their flood risk. Additional insurance costs have been modelled in our
scenario analysis.
c) Describe the resilience of the organisation’s strategy, taking into consideration
different climate related scenarios, including a 2°C or lower scenario
Approach to scenario analysis
We have considered different climate related scenarios, including a 2°C or lower scenario
to assess our resilience of our strategy. We have used a combination of data sources to
make this assessment including the International Energy Agency (IEA) scenarios’ net zero
emissions by 2050 and stated policies.
We have used our target operating model for 2030 which assumes medium term growth
goals and an increase in footprint.
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Net zero emissions by 2050 (NZE) Stated Policies Scenario (STEPS)
Description of
scenario
A scenario which sets out a pathway for the global energy sector to achieve net
zero CO
2
emissions by 2050.
This scenario could be achieved through an early action or late action pathway.
There will be policy and market changes to restrict global emissions. Early action
assumes early adoption of policy interventions. Late action assumes a more
extreme reduction pathway into the 2030s.
The IPCC Sixth Assessment Report on Mitigation of Climate Change, released in
April 2022, assessed many scenarios that led to at least a 50% chance of limiting
the temperature rise to 1.5°C in 2100. The NZE Scenario trajectory is well within
the envelope of these scenarios. IEA (2024), World Energy Outlook 2024, IEA,
Paris https://www.iea.org/reports/world-energy-outlook-2024, Licence: CC BY 4.0
(report); CC BY NC SA 4.0 (Annex A).
This climate impact scenario, current policy settings based on a sector by sector
and country by country assessment of the specific policies that are in place lead
to a world with increasing physical climate change impacts owing to warming
increases beyond 2°C.
There may be no additional action by governments, leading to significant physical
climate risks.
Data sources used The IEA World Energy Outlook for Net Zero Emission by 2050 (NZE) and Stated Policies Scenario (STEPS) is used for understanding energy transitions and electricity
cost pathways.
Traded carbon values are taken from The Department for Energy Security and Net Zero (DESNZ).
Climate Impact Explorer is used for physical climate risks. We focused on flood risk through land fraction annually exposed to river floods and surface run off. We have
considered a range of RCPs, including RCP 2.6, 4.5 and 6.0. The financial impact has been modelled by assuming an increase in insurance cost, based on experience
drawn from the Derby flood event and results of the scenario analysis.
We used Climate Central for considering the risk from sea level rise. The data used for the analysis considered ‘Current Trajectory Scenario’ (SSP3-7.0) and ‘Deep and
Rapid Cuts’ (SSP1-2.6).
Risks modelled We have modelled the following risks or opportunities across all scenarios:
• Increase sales of EVs: projections from the Net Zero Emission mandate and age profile of our vehicles;
• Policy changes for a carbon price on all Scope 1 and 2 carbon emissions: using carbon price and a modelled carbon reduction pathway and voluntary offsetting for
residual Scope 3 emissions from Internal Combustion Engine (ICE) vehicles; and
• Physical climate risk increases insurance costs: Modelled increase in insurance costs.
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Net zero emissions by 2050 (NZE)
There is a risk of increased taxation
or other policy mechanisms in
the UK as the Government aims
to meet its own climate change
obligations. We have assumed
a universal carbon price would
be established for Scope 1 and 2
emissions. There will be increased
costs in this scenario as the carbon
price is expected to increase.
The costs are not expected to
be material to the Group without
mitigations. However, we have met
our target to reduce our operational
carbon emissions by 3.75% a year
based on our intensity ratio. We
have achieved this in previous
years through investment in site
based sustainability forums and
engagement with site managers
to reduce energy consumptions in
their respective locations.
We have also assumed that there
would be a requirement for all
sold vehicle emissions from
ICE vehicles to be offset or sold
at zero emissions. By 2035, a
greater proportion of our sales
will be zero emissions vehicles.
We have modelled the impact of
a carbon price impacting the ICE
vehicles sold as part of our Scope
3 footprint. We have mitigations
in place to reduce the risks from
the increased sales proportion for
used EVs. For example, we have a
diversified EV acquisition strategy.
In the longer term, we expect
substantially all vehicles sold by
2040 to be zero emission unless
there is a change of strategy.
Motorpoint could expect greater
carbon costs under the scenario.
However, the model showed
the business would be resilient
enough to cope with the costs of
transition and energy costs. Our
own operating carbon emissions
are reducing through investment
made in energy efficiency
measures and more granular
monitoring of site level data.
There is a risk from physical
damage to stores and preparation
centres even in the net zero
emission scenario. In the medium
term, there is a lower exposure to
increased flood and sea level risk.
However, by 2050, at least three
sites will have an increased risk of
flooding. In this scenario, we have
assumed an increase in insurance
costs. We have developed
business continuity plans for
higher risk sites and can divert
sales to nearby sites if there is a
short term flooding event.
Stated Policies Scenario (STEPS)
Under this scenario, Motorpoint
will experience lower transition
risks in the short and medium
term. Offsetting costs would
likely be due to voluntary action
rather than a mandatory carbon
tax. There is a lower carbon price
expected in this scenario. The
Government targets for sales of
new zero emission vehicles may
be missed. This would reduce
availability of NZE vehicles,
increasing our Scope 3 emissions
from vehicles sold.
Risk management pillar
During the year, the Board has
discussed climate change related
matters. Risks and opportunities
have been identified from the
effects of transitioning to a lower
carbon economy and because of
physical climate risks. The risks
have been through a process
of review from both the Group
Risk and Compliance Committee
(Risk Committee), and the Audit
Committee.
a) Describe the organisation’s
processes for identifying and
assessing climate related risks
Our approach to risk management
is summarised on page 52. Climate
related risks are identified and
assessed using this process to
determine the relative significance
against other risks. Climate
related risks are identified through
scanning the external environment
and the Group strategy. This
includes horizon scanning for
existing and emerging regulation
and reviewing UK climate
change studies, for example the
‘UK Government Climate Risk
Assessment’.
The ongoing management of
climate risks is performed through
the quarterly review of the Group’s
risks in the Risk Committee.
Climate risks are within the
scope of the Group’s emerging
risk process which feeds from
function level risk management
and considers Group strategy.
The assessment of climate risk is
We expect there to be greater
physical risks to stores and our
supply chain. Our modelling in
this scenario still assumes that
Motorpoint can continue to
operate. Climate scenarios may
not incorporate climate ‘tipping
points’ that could accelerate
climate impact and economic
damage. We will continue to
review our climate scenarios for
updates to assumptions. The
physical risks are mitigated as
Motorpoint is a UK based business.
However, there could be impacts
to the wider motor vehicles sector
under this scenario.
We have modelled flood risk and
sea level increase. In 2030, there
is a lower risk of flood risk, surface
run off and sea level increase.
In 2050 and RCP 6, 17 locations
have an increased risk of surface
run off. These are locations with
a medium or high exposure. This
could increase the risk of localised
flooding. In response to this risk,
we have developed business
continuity plans considering local
site knowledge. Three sites are
at higher risk of sea level rise by
2050. This is a longer term risk
and we will continue to monitor
our estate portfolio and assess
new site locations for exposure to
physical risks.
informed by the ESG Committee,
who also meet quarterly. The
involvement of the ESG Committee
ensures there is sufficient skills and
experience to identify and assess
climate related risks.
A separate climate risk register
is maintained. We reviewed the
risk register as part of the annual
TCFD process, with impact
ratings reassessed because of the
scenario analysis performed.
All climate related risks and
opportunities are mapped to
principal risks within the climate
risk register. We have also
included risks that are no longer
considered or are emerging risks
within the register.
b) Describe the organisation’s
processes for managing
climate related risks
Motorpoint responds to risks
through planning future actions
based on the current risk
assessment and the target risk
level, in line with risk appetite.
The ESG Committee meets
quarterly and oversees the ESG
strategy. This includes ensuring
Motorpoint achieves carbon
reduction targets and wider
environmental goals. This is
supported by the finance function
who is responsible for monitoring
data, supported by external
consultants.
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Task Force on Climate related Financial Disclosures (TCFD) continued
Ongoing management of risks
is performed in line with our risk
management framework. Where
assessed to be above minimum
risk recognition limits for a low
rated risk (greater than 0% chance
of crystallisation in the time
horizon considered and 2% or
greater impact on key financial
targets specific to that risk) and
outside of appetite, steps are taken
to agree mitigating actions to
bring the risk exposure to within
appetite. This also provides a
framework to prioritise climate
related risks.
All the climate related risks
identified in the climate risk
register are related to the Group’s
principal risks, which have their
own controls and mitigating
activities. Details on mitigating
activities for the Group’s principal
risks are held within the principal
risks and uncertainties (PRUs)
database. Climate change and
the environment is one of the
principal risks.
c) Describe how processes for
identifying, assessing, and
managing climate related
risks are integrated into the
organization’s overall risk
management
Our process to identify, assess
and manage climate relatedrisks
is fully integrated into the overall
risk management process.The
thresholds for minimum risk
register for the overall risk
management is up to three
years. The climate risk register
considers short, medium and
long term time horizons.
Risk measurement and
assessment is defined in the risk
management framework and all
of our climate related risks were
assessed in line with the defined
criteria for assessing emerging
risks to the business in the risk
management plan.
Our risk management framework
states that risks are managed on
an integrated basis throughout
our organisation and as such,
function level risk registers
were updated during the year
to ensure consideration of new
and emerging risks, including
climate related risks, where
appropriate. There are clear
escalation routes in place from
the functional management to
the Risk Committee.
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Task Force on Climate related Financial Disclosures (TCFD) continued
Risk or opportunity Metric Use
Risk: Increased costs from increased demand of energy
usage at branches due to charging of EVs and offering
charging services to customers
GHG emissions (CO
2
Scope 1 and 2)
as disclosed in the SECR
statement
Key Performance Indicator and disclosed as part of SECR
See page 27
Opportunity: Increased opportunity to have more
sustainable footprint through investments in renewable
energy generation, and energy efficiency measures
Intensity Ratio as disclosed
in the SECR statement
Key Performance Indicator and disclosed as part of SECR
See page 27
Risk: We may not be able to reach net zero without
offsetting due to certain Scope 3 categories (emissions
from vehicles sold or logistics)
Absolute Scope 3
emissions
External reporting on Scope 3 emissions
See pages 27 and 28
Risk: Extreme weather events could lead to site and
inventory damage
Insurance premiums Key risk indicator to monitor the financial impact of
extreme weather events
Opportunity: To take market share by being a leader on
zero emission vehicles achieved through a diversified
product acquisition strategy
Market share of nearly new
zero emission vehicles
Internal key performance indicator to monitor climate
related opportunities supporting the low carbon economy
The environmental metrics are included in our Environment report including waste management metrics.
b) Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 greenhouse gas (GHG) emissions and the related risks
The Scope 1, 2 and Scope 3 greenhouse gas (GHG) emissions are included in the SECR disclosure on pages 26 to 28.
The methodology used to calculate the greenhouse gas emissions is aligned to the GHG Protocol and is included in the SECR disclosure. We have not
obtained limited assurance over our Scope 1 and 2 greenhouse gas emissions but expect to do this in the future to ISAE 3000 standard.
FY25 FY24
1
%
Total Scope 1 and 2, Business Travel (tCO
2
e) 2,822 2,907 -2.9%
Intensity ratio – Total Scopes 1 and 2, Business Travel (tCO
2
e/Floor Area – sq ft) 0.00330 0.00347 -4.9%
1. Restated from the prior year due to a miscalculation in automated meter reading data resulting in an understatement of the gas usage. This changed the total scope 1 and 2 and
business travel emissions from 2,786 to 2,907.
We achieved our ambitious target to reduce emissions on an intensity basis of 3.75% a year, achieving a 4.9% reduction. This was due to the success
of our business partnering activity; working with managers to find ways to reduce gas and electricity usage despite the increase in number of vehicles
prepared and sold. Scope 3 emissions from business travel also reduced in the year.
We have reported on nine additional areas not in our SECR reported emissions that are relevant to our value chain.
FY25 FY24 %
Total Scope 3 610,629 370,071 65%
Metrics and targets
The Group has metrics and targets
that facilitate the measurement of
the impact on the environment.
a) Disclose the metrics used
by the organisation to assess
climate related risks and
opportunities in line with
its strategy and risk
management process
The Group monitors metrics to
assess the impact of climate
related risks and opportunities.
Some of the metrics are internally
monitored as part of the risk
management process.
The ESG Committee monitors
metrics and targets to provide
oversight and governance.
The finance function supports the
day to day management of the
metrics and targets and to aid the
financial review of climate risks.
The metrics have been mapped
to our risks and/or opportunities
because they help us understand
our impact in areas of strategic
importance. The Executive
Directors’ annual bonus has a
5% weighting to the reduction of
Scope 1 and 2 emissions against
the previous year.
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Task Force on Climate related Financial Disclosures (TCFD) continued
Strategic ambition Target date Progress achieved at March 2025 Measures Key assumptions and dependencies
Reduce Scope 1 and 2 and business
travel emissions intensity
Year on Year Achieved 4.9% (2024:10.3%)
1
Total Scope 1 and 2, Business Travel
(tCO
2
e/Floor Area – sq ft)
The grid continues to decarbonise and increase
the availability of clean energy.
Send less than 1% of waste to landfill Ongoing In progress 2.5% (2024:0.2%) Total waste sent to landfill/Total waste Waste partners develop methods to recycle/
reuse batteries from Electric Vehicles at a larger
scale.
Reduce Scope 3 carbon intensity
per retail vehicle
2035 New Total Scope 3 category 11emissions/
Retail vehicles sold
against a 2025 baseline by 70%
Manufacturers meet their obligations under the
UK government ZEV mandate which requires all
new vehicles sales to be zero emission by 2035
and 80% by 2030. Motorpoint is only able to
source vehicles available in the used market.
Motorpoint by 2035/40 only sells retail vehicles
up to five years old.
Reduce Scope 3 carbon intensity
per retail vehicle
2040 New Total Scope 3 category 11 emissions/
Retail vehicles sold against a 2025
baseline by 100%
1. Restated from the prior year due to a miscalculation in automated meter reading data resulting in an understatement of the gas usage. This changed the FY24 Intensity ratio from 0.00332 to 0.00347 and thus the FY24
reduction achieved from 14.2% to 10.3%, this had no impact on the executive bonus calculation as the prior year reduction was still above the stretch target.
c) Describe the targets used by the organisation to manage climate related risks and
opportunities and performance against targets
In FY25, we developed our first detailed climate transition plan aligned with TCFD
requirements and the Paris Agreement, modelling how we will achieve the Government’s
net zero commitment by 2050. The plan forecasts emissions to 2050, using the scenarios
disclosed on page 43, and has guided the setting of our strategic climate goals.
We have rebased our targets on FY25 actuals to ensure comparability in future reporting. Our
primary focus is reducing Scope 1 and 2 emissions intensity annually, measured as tCO
2
e per
square foot of business floor space. This metric, linked to executive pay, accounts for estate
growth and helps manage risks associated with increased energy demand, including EV
charging services for customers. EV charging infrastructure is already in place at our sites,
with further expansion planned and reflected in our forecast capital expenditure. We have
assessed our Scope 1 and 2 emissions initiatives and do not expect a material impact on the
financial statements, as implementation costs are expected to be offset by energy savings.
While we are ambitious in our approach to net zero, we recognise that 99.6% of our emissions
fall within Scope 3, primarily outside our direct control. Achieving our goals depends on
vehicle manufacturers meeting the UK government’s Zero Emission Vehicle (ZEV) mandate,
which requires all new vehicles sold to be zero emission by 2035. Our transition plan
incorporates a five year lag to account for the delay in vehicles entering the used market.
We remain committed to engaging stakeholders across the value chain to address
Scope 3 emissions and are exploring additional initiatives to support this critical area of
our transition plan.
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Group financial performance
headlines
We experienced strong retail
volume growth of 13.9% with
59.9k vehicles sold (FY24: 52.6k)
and significantly outperformed
the used car market. Growth was
supported by some easing of
economic headwinds. Revenue
increased to £1,173.1m (FY24:
£1,086.6m).
Gross profit was £90.8m (FY24:
£73.1m). Gross margin improved
in the year to 7.7% (FY24: 6.7%).
Increased metal margin (the
difference between selling and
buying price of a vehicle), through
use of data and improved stock
management, and ancillary
product performance, offset
the impact of lower finance
commissions. Finance attachment
rates influenced by higher cost
of finance.
Operating expenses (before the
exceptional items which were
incurred in FY24) increased by
7.1% to £78.1m (FY24: £72.9m),
largely reflecting a rise in
headcount to keep up with
demand driven by the growth in
retail sales and general inflation,
along with the part year costs of
an additional store.
There were no exceptional items in
FY25 (FY24: Net exceptional items
before taxation £(2.2)m).
Strong revenue growth
andreturn to profitability.
Cashgeneration allows
continued returns to
shareholders
Profit before taxation improved to
£4.1m (FY24: Loss before taxation
£(10.4)m). Finance costs reduced
moderately to £9.4m from £9.8m
in FY24.
Cash remained in a good
position, supported by a return
to profitability, and despite
the completed share buyback
programme, which resulted in
a total cash cost of £4.7m in the
year, and the purchase of shares
to satisfy Employee Benefit
Trust (EBT) obligations of £3.8m.
Significant cash was also incurred
on the expansion of our original
Derby site, including the purchase
of the freehold and surrounding
land (£4.7m). Cash at 31 March
2025 was £6.6m (31 March 2024:
£9.2m), and this reduction was
further influenced by high levels
of vehicle purchasing towards
the end of the month to satisfy
demand (there is a short delay
while stock finance is secured
against the purchase).
The financial statements as at 1
April 2023 and at 31 March 2024
have been restated to reflect
the impact of a misstatement
in the previous years’ financial
statements. Specifically,
the restatement corrects an
understatement of right of use
assets and lease liabilities for the
periods mentioned.
As a result, both right of use
assets and lease liabilities have
increased by £2.3m as at 1 April
2023 and both have increased by
£0.3m as at 31 March 2024.
This resulted from the receipt of
back date rent review invoices.
There is no restatement required
to the statement of comprehensive
income.
Retail customers Wholesale customers Total
FY25
£m
FY24
£m
FY25
£m
FY24
£m
FY25
£m
FY24
£m
Revenue 1,028.4 931.1 144.7 155.5 1,173.1 1,086.6
Gross profit 80.0 64.3 10.8 8.8 90.8 73.1
Financial review
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Trading performance
The Group has two key revenue
streams, being (i) vehicles sold to
retail customers via the Group’s
stores, call centre and digital
channels, and (ii) vehicles sold
to wholesale customers via the
Group’s Auction4Cars.com website.
Retail
Revenue from retail customers
was up 10.5% to £1,028.4m (FY24:
£931.1m), with 59.9k (FY24:
52.6k) vehicles sold (an increase
of 13.9%). The strong growth
moderated in the final quarter
when we started to lap tougher
prior year comparatives. Consumer
demand improved in FY25, and
we benefited from keener pricing
and a more affordable stock mix,
along with continued digital
enhancements to improve the
customer experience.
Gross margin of 7.8% was a
significant improvement on the
previous year (FY24: 6.9%). This
reflected our focus on data led
pricing, stock management
and a better ancillary product
performance, in part offset by
lower finance commission. We
would expect finance attachment
rates to improve as and when
interest rates reduce. Ancillary
performance was helped by the
introduction of a new warranty
product, and post year end we also
introduced alloy wheel and paint
protection offers.
Operating expenses before
exceptional items in FY24
In the previous year, notable
savings had been achieved in
people costs following FY24’s
rightsizing programme and
efficiencies resulting from
technology investment. This cost
scrutiny remained in FY25.
Operating expenses before
exceptional items increased from
£72.9m in FY24 to £78.1m. Full time
equivalent employees increased to
779 at year end from 710 at 1 April
2024, as we cautiously recruited
additional team members to satisfy
increased demand. Therefore,
basic salary costs, as well as
bonus and commission payments
accounted for much of the
increase. Our costs incurred at site
level fell following the cost focus
in the year, despite inflationary
pressures, with notable decreases
in energy and bank card charges,
resulting from a reduction in
card payments. Property costs
increased which reflected the new
store and a rise in insurance costs.
Marketing costs were at similar
levels to last year (£10.6m versus
£10.0m in FY24), but the customer
acquisition cost per retail unit
dropped to £177 (FY24: £190) as we
continue to embrace technology
to assess spend returns.
Retail gross profit per unit
increased to £1,335 (FY24: £1,222),
reflecting the above. Preparation
and transport costs increased
slightly due to vehicle age and
quality standard targets, and the
increased number of vehicle moves
to avoid stock ageing issues.
Our 21st store opened in
December 2024 in Norwich and
is trading well. This store marks
the recommencement of our new
store opening programme, and
a return to larger pitch capacity
sites. Our original store at Derby
was also significantly enhanced
during the year at a cost of £4.7m.
Wholesale
Wholesale revenue via
Auction4Cars.com, which sells
vehicles that have been part
exchanged by retail customers,
or directly purchased from
consumers, decreased by 6.9%.
However, unit sales of 27.8k were
up 9.4% (FY24: 25.4k). The growth
disparity to overall revenue
reflects changes to retail age and
mileage criteria, since higher end
product was sold through the
retail platform. Overall profitability
increased significantly, with profit
per unit of £388 (FY24: £346), as
focus remained on understanding
reasons for loss making vehicles at
every location.
Other Income before
exceptionalitems in FY24
Other income of £0.8m largely
related to final business
interruption insurance receipts
following the Derby flood last year
(FY24: £1.3m).
Exceptional items
There were no exceptional items
in FY25.
Net exceptional items before
taxation of £(2.2)m in FY24
constituted restructuring costs for
various redundancies associated
with the headcount rightsizing
programme (£1.1m), the write down
of delivery vehicles which we were
being disposed of following the
driver redundancies associated
with the above (£0.2m), and cost
relating to the disposal of the
Milton Keynes lease (£0.5m), along
with the net of assets written off
following the Derby flood not
covered by insurance.
On a gross basis in FY24,
exceptional operating expenses
were £7.7m which included the
flood damaged assets written
off and the restructuring costs.
Exceptional other income of
£5.6m included insurance receipts
against those written off assets.
Interest
The Group’s finance expense was
£9.4m (FY24: £9.8m); reflecting
prevailing interest rates.
Total interest charges on the
stocking facilities in the period
were £6.9m (FY24: £7.1m). Interest
on lease liabilities was £2.1m (FY24:
£2.0m) and on banking facilities
£0.4m (FY24: £0.7m).
Taxation
The tax charge (FY24: credit)
in the period is for the amount
assessable for UK corporation
tax in the year net of prior year
adjustments and deferred tax
credits. The return to profitability
resulted in a tax charge of £0.9m
(FY24: £2.0m credit, reflecting the
loss in FY24).
Earnings per share
Basic earnings per share were 3.7p
and diluted earnings per share
were 3.6p (FY24: both loss per
share (9.3)p).
Dividends
No dividend was paid in the
period (FY24: £Nil). The Board
has recommended a final
dividend of 1 penny per share,
with an associated cash cost of
£0.9m (FY24: £Nil). Subject to
approval at the AGM, this will be
paid on 1 August 2025, to those
shareholders on the register at
close of business on 4 July 2025
(the record date).
Financial review continued
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Capital expenditure
anddisposals
Cash capital expenditure
increased to £7.6m (FY24: £2.6m).
This increase reflected a return to
strategic investment in the year.
Notable spends included the new
store at Norwich, the expansion
of the Derby site, including the
freehold purchase, MOT testing
ramps in preparation centres and
various tech projects. The only
notable disposal was the sale of
several home delivery trucks.
Balance sheet
Net assets at year end fell from
£31.1m to £26.9m. The return to
profitability was offset by the
impact of the cancellation of own
shares and purchase of shares to
satisfy EBT requirements. Working
capital was proactively managed,
ensuring that stock purchasing
was fully maximised through the
funding facilities.
The Group successfully completed
the £5.0m purchase and
cancellation of 3.6m shares during
the year, (which commenced in
March 2024) and post year end the
Board announced a further
programme to purchase and
cancel another 3.0m shares. In
addition, 2.8m shares were bought
in the year at a cash cost of £3.8m
to satisfy future share scheme
(EBT) requirements up until
January 2028.
The Group also has a £20.0m
(FY24: £20.0m) facility with
Santander UK Plc, split
between £6.0m available as
an uncommitted overdraft and
£14.0m available as a revolving
credit facility. At 31 March 2025
£Nil (31 March 2024: £Nil) was
drawn on the facility, with cash
and cash equivalents of £6.6m
(31 March 2024: £9.2m). Post year
end it was agreed with Santander
UK Plc to extend the length to the
arrangement by a further year until
June 2027).
Trade and other receivables have
reduced to £13.4m (31 March 2024:
£19.2m), due to the favourable
timing of receipts.
Trade and other payables, inclusive
of the stock financing facilities,
have increased during the year to
£155.2m (31 March 2024: £107.1m)
mainly reflecting the increased
stocking facility utilisation.
Total lease liabilities of £57.4m
(31 March 2024 restated: £59.6m)
reflect the repayments made during
the period, additions in Norwich
and Chingford, and the removal
of the Derby lease following the
purchase of the main site.
At the year end, issued share
capital comprised 86,619,822
ordinary shares (FY24:
89,969,630).
Non-current assets were £70.7m
(31 March 2024 restated: £67.0m)
made up of £15.4m of property,
plant and equipment, £51.0m of
right of use assets, intangible
assets of £3.0m and a deferred
tax asset of £1.3m (31 March 2024:
£8.8m, £53.1m (restated), £3.7m
and £1.4m respectively). The Group
currently owns two freehold plots;
land in Glasgow and the trading
Derby site. All other properties are
on leases of various lengths.
The Group closed the period with
£151.4m of inventory, up from
£102.4m at 31 March 2024. Days in
stock for the year reduced to 43
days (FY24: 45 days). The inventory
increase reflects a concerted
effort to purchase more vehicles to
satisfy demand.
As at 31 March 2025, the Group
had £165.0m (31 March 2024:
£150.0m) of stocking finance
facilities available of which
£122.4m (31 March 2024: £74.5m)
was drawn. The Group had
available stocking facilities with
Black Horse Limited of £90.0m,
and £75.0m with Lombard North
Central Plc. During the year it was
agreed with Black Horse Limited
to increase the amount available
to £90.0m, to reflect the increased
inventory holdings.
Financial review continued
Cash flow
Cash reduced by £2.6m, and
this fall was influenced by heavy
stock buying in March as we
built up for the busy Easter
period, and the impact of the
share buyback programme and
purchase of shares for future share
scheme requirements, along with
increased capital expenditure to
satisfy strategic requirements.
Cash flow generated from
operations was £29.0m inflow
(FY24: £19.3m inflow) and therefore
remains strong.
Capital allocation
The Group’s objective when
managing working capital is to
ensure adequate working capital
for all operating activities and
liquidity, including comfortable
headroom to take advantage of
opportunities, or to weather
short term downturns. The Group
also aims to operate an efficient
capital structure to achieve its
business plan.
Our Capital Allocation Policy
is aligned to strategy, whilst
rewarding shareholders by
maximising return through a
disciplined deployment of
cash generated.
Organic Growth and
Margin Expansion
• Grow retail volumes ahead of
used car market, and margins,
by investing in new stores, data,
brand, technology and new
income streams
Treatment of Excess Capital
• The Board is committed to
maintaining an efficient balance
sheet; its expectation is that
excess cash, over and above
investment opportunities to
support growth, will be returned
to shareholders, in the form of
share buybacks or dividends
Acquisitions
• Consider only if earnings per
share accretive, attractive risk
profile and clear industry logic
In April 2025, the Company
embarked on a second share
buyback programme, with the aim
of purchasing and cancelling 3.0m
shares. This follows the recent
successful buyback programme
which resulted in the purchase and
cancellation of 3.6m shares which
completed in September 2024. In
addition, the Board also proposed
the payment of a final dividend of 1p
per share at a cash cost of £0.9m.
50
Motorpoint Group Plc Annual Report and Accounts 2025
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Finance commission
Following the FCA Motor Market
Review in March 2019, the
Financial Conduct Authority
(“FCA”) issued a policy statement
in July 2020 prohibiting the use
of discretionary commission
models from 28 January 2021,
which the Group adhered to. The
Group continues to believe that its
historical practices were compliant
with the law and regulations in
place at that time.
On 11 January 2024, the FCA
announced a section 166 review
of historical motor finance
commission arrangements and
sales and planned at that time to
communicate a decision on next
steps in the second half of 2024,
based on the evidence collated
in the review. The FCA indicated
that such steps could include
establishing an industry wide
consumer redress scheme and/or
applying to the Financial Markets
Test Case Scheme, to help resolve
any contested legal issues of
general importance.
Financial review continued
Subsequently, on 25 October 2024,
the Court of Appeal’s judgment
in Hopcraft v Close Brothers Ltd,
Johnson v Firstrand Bank Ltd, and
Wrench v Firstrand Bank Ltd stated
that a broker could not lawfully
receive a commission from a
lender without the customer’s fully
informed consent to the payment.
The FCA has extended the time
period of its review into 2025.
Since the ruling on 25 October
2024, the Group altered its selling
processes to comply with new
requirements from its lenders,
which includes upfront full
commission disclosure.
The Supreme Court reviewed the
judgements in April 2025 and their
outcome is awaited.
The Group is not directly involved
in the selling of finance products
to consumers; instead it refers
consumers to third parties who
administer and are responsible for
the finance product themselves.
As a result, the Directors do not
consider that provisions are
required to be made in respect of
any exposures in this area.
Chris Morgan
Chief Financial Officer
12 June 2025
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51

Risk management
Our approach to risk management
We understand that effective risk management is vital to protecting our business and supporting long term
growth. It enables informed decision making and helps us respond confidently to uncertainty. Our approach
is grounded in a strong framework and shaped by our values: Happy, Honest, Supportive and Proud.
Approach to risk management
The Board as a whole is
responsible for maintaining a
policy of continuous identification
and review of the principal risks
facing the Group which could
threaten its future performance
or business model. On behalf of
the Board, the Audit Committee
reviews the effectiveness of
Motorpoint’s risk management
processes. Motorpoint’s risk
management strategy is a high
priority for the Group, and is
underpinned by the Group Risk
and Compliance Committee which
all risk owners and subject matter
experts attend quarterly.
The Group Risk and Compliance
Committee has delegated
responsibility, from the Audit
Committee, for formally identifying
and assessing the Group’s risks
annually, measuring them against
a defined set of criteria, and
considering the likelihood of
occurrence and potential impact
to the Group. The Group Risk
and Compliance Committee is
formed of the Executive Board,
risk owning Senior Leadership
Team (SLT) members and
subject matter experts.
Plc Board
Group Risk and
Compliance Committee
Functional management
Risk management
• Risk appetite set by the Board
• Overall responsibility for risk
management
• Delegated responsibility for risk
management
• Day to day risk management
• Clear escalation routes in place
Group
strategy
and
objectives
Emerging
risks
Finance
Principal
risk
review
IT People
Climate
risk
review
Audit Committee
Reviews effectiveness
of risk management
Operations
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Risk management continued
Risk management plays an integral
part in the Group’s planning,
decision making and management
processes. All team members have
a responsibility to ensure they
understand the risks in their area
of activity and that they implement
and operate effective controls to
manage the risks.
The Group’s risk management
approach is summarised as follows:
1. Identify potential risks
through scanning the external
environment, as well as internal
processes and the Group
strategy.
2. Assess and assign a value
to the risk to allow it to be
prioritised. Assessing likelihood
for gross (before controls)
and net (after the effect of
controls).
3. Respond through planning
future actions based on the
current risk assessment and the
target risk level (which will be
in line with risk appetite). Risks
can be transferred, terminated,
tolerated or treated.
4. Monitor the development
of risks over time through
tracking key risk indicators.
5. Report back to the SLT through
the Group Risk and Compliance
Committee to ensure risks are
being managed in line with risk
appetite.
The Group’s risk profile is reported
to the Executive Board and
Audit Committee for review and
challenge, ahead of final review
and approval by the Board. These
principal risks are then subject
to Board discussion during the
course of the year, as appropriate.
To drive continuous improvement
across the business, the Group
Risk and Compliance Committee
monitors the suitability and
adequacy of controls in place and
the ongoing status of action plans
against key risks quarterly, with
a particular focus for those risks
considered to be outside of the
Group’s risk appetite.
Emerging risks
The Motorpoint Group Risk and
Compliance Committee assumes
responsibility for the identification
and assessment of Motorpoint’s
emerging risks. Our strategy for
emerging risks is as follows:
Identification
The following activities are
completed to identify potential
emerging risks:
• Horizon scanning – including
the review of industry media
and attendance at industry
forums by management,
including members of the
Group Risk and Compliance
Committee. Findings and key
messages are discussed as part
of the agenda of the Group Risk
and Compliance Committee;
• External insights – using
specialist third parties to
identify new and changing risks
such as upcoming changes to
regulation; and
• Management meetings – regular
Head of Internal Audit and
Risk attendance at operational
management meetings to
discuss potential new risks. This
is further supported through
business performance reviews
conducted by the CEO and
CFO to identify risks potentially
materialising in business
performance.
Assessment and reporting
Once identified, emerging risks are
assessed as follows:
• Identify and map out the core
elements of the emerging risk,
including ownership
• Hold workshops with risk
owners to assess the level of the
potential risk
• Identify potential mitigating
actions
• Report on emerging risks to the
Audit Committee
REPORT
Group risk register review by Risk
and Compliance Committee
REPORT
Functional risk register reviewed
by risk owner (SLT member)
IDENTIFY
Identify risk
ASSESS
Assess net risk
ASSESS
Assess gross risk
Identify mitigating
activities/controls
RESPOND
Plan future
actions (if outside
risk appetite)
Document in
risk register
53
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Risk management continued
Emerging risks for Motorpoint
Risk and impact Commentary Dynamic risk assessment
1. Motorpoint does not adapt to new technologies
surrounding autonomous vehicle driving
Currently, the technology does not indicate a change to the
ownership or the use case for private vehicles in the UK
Decreasing
2. New or existing suppliers choose to sell used vehicles
directly to end users
We recognise that the barriers of entry to the market for some of
the largest suppliers are lower than a start up entity. However, we
are confident that our market share would continue to grow by
continuing to be first for Choice, Value and Quality for our customers
Stable
3. An industry disrupter could find a way to sell a
used car from person A to person B without taking
ownership i.e. a connection charge/agent mechanism
We are confident that by continuing to invest in our brand and
preparation quality we would remain a trusted retailer for used cars
Stable
4. Average lifetime of vehicles increases substantially
due to reduced complexity of EVs or technological
advancement
Currently there are early signs of increased vehicle lifespans, which
may cause consumers to keep vehicles longer. However, we are
confident that continued innovation such as driver assistance
features will maintain strong demand for Motorpoint vehicles
New
5. The provision of after sales services including MOTs
exposes Motorpoint to increased reputational risk
should there be an accident caused by a vehicle fault
We are confident in the experience and training of our team
members as well as the rigorous controls within our workshop and
preparation areas
New
6. Significant changes to working regulations i.e. the
right to a four day working week or remote work
Our role as the Car Buyer’s Champion relies on our team members
and their ability to learn from one another in person to ensure we
continue to provide the best Choice, Value and Quality. Technology
advancements will also support more efficient ways of working
over time
New
How the Board manages risk
The Board and each of its
delegated committees operate
to a prescribed meeting agenda
to ensure that all relevant risks
are identified and addressed as
appropriate. Key management
information is reviewed to
prescribe operating controls and
performance monitoring against
the Company’s strategy and
business plans.
The Directors have particular
responsibility for monitoring
the financial and operating
performance, to ensure that
progress is being made towards
our agreed goals. The Board’s
responsibilities also include
assessing the effectiveness
of internal controls and the
management of risk.
The Board’s annual review of the
effectiveness of risk management
and internal controls
During the year, the Board
regularly considered all strategic
matters, received key performance
information on operating,
financial and compliance matters
and reviewed the results of
corresponding controls and risk
management. The Board received
from the Audit Committee and
the Executive’s Group Risk and
Compliance Committee timely
information and reports on all
relevant aspects of risk and
corresponding controls.
54
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Risk management continued
We reviewed all of our key
Company policies and ensured
that all matters of internal control
received adequate Board scrutiny
and debate. At Board meetings,
and informally via the Chair, all
Directors had the opportunity to
raise matters of particular concern
to them. There were no unresolved
concerns in the year.
We concluded that appropriate
controls are in place and
functioning effectively for the
period under review and up
to the date of approval of the
Annual Report and Accounts. The
Board considers that the Group’s
systems provide information
which is adequate to permit
the identification of key risks
to its business and the proper
assessment and mitigation of
those risks , in line with the FRC
Guidance on Risk Management.
Based on the work of the Audit and
Risk and Compliance Committees,
the Board has performed a robust
assessment to ensure that: (i) the
principal and emerging risks and
uncertainties facing the Group’s
business have been identified
and assessed and are aligned to
the Group’s business strategies;
and (ii) appropriate mitigation is
in place. The Board also reviewed
the effectiveness of all financial,
operational and compliance controls.
The Board monitors internal controls
through reporting from the Audit
Committee and the Executive Group
Risk and Compliance Committee.
Controls were deemed to be
effective in the year.
Principal risks and uncertainties
Details of our principal risks and
uncertainties are shown on the
following pages. This includes
details of mitigating actions
and control activities in place to
address them. It is recognised
that the Group is exposed to
risks wider than those listed. We
disclose those we believe are likely
to have the greatest impact on our
business at this moment in time
and which have been subject to
debate at recent Board or Audit
Committee meetings.
Changes to principal risks
During FY25, the Group Risk and
Compliance Committee and the
Board continued with its role of
managing the Group principal risks
and where outside of appetite, setting
out and monitoring mitigations to
bring the risks within appetite.
There were three new emerging
risks confirmed by the Board and
the Group Risk and Compliance
Committee and are set out in
the table above. One emergent
risk previously identified around
adapting the infrastructure to
account for increased EV sales
was excluded in the year as it is
no longer considered an emergent
threat to the business, with all
sites fitted with the required
infrastructure and completed
rollout of EV training. However,
the risk continues to be included
in our climate change risk register.
After review the Board agreed
that there were no additions or
removals necessary for the principal
risks and uncertainties this year.
The Group operates a four lines of defence model across its internal controls, these are summarised as follows:
First line Second line Third line Fourth line
Operational and
management controls
Risk and compliance
monitoring
Internal
audit
External
assurance
• Site management
with appropriate
team structure and
dedicated leadership
team reporting line
• Visible, championed
values and expected
behaviours
• Application of
Company policies
and procedures
• Employee induction,
training and ongoing
support
• Executive and
leadership team
oversight
• Compliance and Data
Protection Officers
• Operational audit
activity
• Risk management
framework
• External specialists
engaged to monitor
and report on
compliance operations
• Open culture of
challenge to existing
processes and
whistleblowing hotline
• The work of internal
audit, testing first and
second lines
of defence
• The work of
independent external
assurance providers
55
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Viability statement
The Directors have assessed
the prospects of the Group by
assessing its current financial
position, recent and historical
financial performance and
forecasts, business model and
strategy (pages 4 to 19), and the
principal risks and uncertainties
set out on pages 58 to 66. In
addition, the Directors regularly
review the long term prospects
of the Group, requirement for
headroom on its stocking and
banking facilities and its long term
lease liability commitments.
Assessment period:
The nearly new and used vehicle
retail industry is inherently fast
paced and competitive. However,
a variety of risk horizons are
relevant. Matters relating to ESG
and climate risks are assessed
over a range of short, medium and
long term periods as disclosed
in our TCFD section on pages 37
to 47. In addition, the Directors
consider the long term financing
arrangements of the Group,
particularly in respect of leased
premises which carry a weighted
average remaining term of
nine years.
In accordance with the UK
Corporate Governance Code
2024, the Board has assessed
the prospects of the Group over
a period in excess of 12 months
from the date of signing the
Group Financial statements as
required by the ‘Going Concern’
provision. The Directors have
assessed the viability of the Group
over a three year period, as they
believe this strikes an appropriate
balance between the different risk
horizons over the short, medium
and long term which are used in
the business and is a reasonable
period for considering the
Group’s viability.
Total headroom, including the
stocking facilities, undrawn facilities
and available cash, was £69.2m at
the year end. During the year the
Company renegotiated the terms
of one of its stocking facilities,
increasing its available headroom
from £75.0m to £90.0m and thus
total stocking facility headroom
from £150.0m to £165.0m.
The Board considers that the
available headroom, coupled with
the cash generative nature of the
business and the available cash
levers provide a strong degree of
financial resilience and flexibility.
Scenarios:
In making their assessment
the Directors considered the
Group’s current balance sheet
and operational cash flows,
the availability of facilities, and
stress testing of the key trading
assumptions within the Group’s
plan. A range of scenarios have
been assessed by the Directors,
including various possible downside
scenarios against the base case.
The Directors opted to model a
specific scenario designed to create
the conditions required to breach
covenants within the viability period
as well as a severe but plausible
downside to the base case.
Scenario Outcome
Base case
Based upon the Group’s most recent approved
forecasts.
The base model assumes continued growth in unit
volumes based on current run rates of year on year
unit volume growth uplifted to account for the
opening of new stores, and a prudent estimate
based on growth in the used car market.
The Group is not in breach of any financial covenants
and is able to operate within the finance facility
arrangements. The Group is able to meet all forecast
obligations as they fall due.
Severe but plausible downside
Top down stress testing was applied to the base case
model, taking into account a severe but plausible
downside to business performance, relative to
possible economic pressure and stagnation in the
growth of the used car market.
This included volume and margin pressure, reducing
volume by 24% and an overall gross profit reduction
compared to the base case of 36%.
The Group is not in breach of any financial covenants
and is able to operate within the finance facility
arrangements. The Group is able to meet all forecast
obligations as they fall due.
Reverse stress test
A scenario created to model the circumstances
required to breach the Group’s banking covenants at
the end of the viability period.
The Board considered the potential impacts in
preparing the stress test. The below scenario
was analysed:
Reducing unit volumes by 43% from the base case
and decreasing gross profit overall by 60% through
additional margin pressure.
This scenario is designed to result in a covenant breach
at the end of the assessed viability period.
Management believes that the combination of severe
downsides to be remote, and that there are numerous
mitigating factors over and above those built into the
reverse stress test modelling which the Board would
consider to avoid a covenant breach.
56
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Viability statement continued
Conclusions over viability:
The selection of the assumptions
or the sensitised case is inherently
subjective, and whilst the Board
considered these assumptions
to reflect a downside scenario,
the future impact of economic
downturn, interest rate rises
or inflating overhead costs is
impossible to predict with
absolute accuracy.
Whilst the same applies to the
reverse stress test, we note
that this scenario is specifically
designed to demonstrate the
point at which the covenants
breach during the viability period.
The reverse stress test reflects,
in the Board’s opinion, a remote
circumstance and numerous
mitigating factors could be
implemented to avoid a covenant
breach in this scenario.
Scenario modelling has been
considered throughout the year
and at year end by management
to formulate response options
against moderate or severe
downturns in sales volumes,
potential margin pressures and
possible cost challenges.
The Group’s available headroom
stands at £14.0m (FY24: £14.0m)
through its revolving credit facility
‘RCF’ agreement. The Group also
has an uncommitted overdraft
facility of £6.0m which remains
in place and was undrawn at the
year end. Both are until June 2027
with the option to extend for a
further one year if both parties
are agreed. With respect to the
Group’s stocking facilities, these
have increased from £150.0m to
£165.0m during the year which
the Board deem appropriate given
current market conditions.
In the eventuality of a period of
prolonged economic downturn
resulting in material reductions in
sales volume or prices, as well as
rising overhead costs, it is possible
that the Group would need to
negotiate changes to its current
banking covenants, but such an
extreme downturn is not currently
considered plausible.
The Group continues to consider
and monitor further potential
mitigation actions it could take
to strengthen its cash position
and reduce operating costs
in the event of a more severe
downside scenario. Such cost
reduction and cash preservation
actions would include but are
not limited to: reducing spend
on specific variable cost lines
including marketing and store
trading expenses; team costs,
most notably sales commissions;
pausing new stock commitments;
and reviewing expansionary
capital spend, dividend and share
buyback activity.
The Group has continued to
demonstrate a flexible approach
to trading, both in times of
economic uncertainty and where
opportunities exist. The current
economic uncertainty may have
downstream effects on the UK
nearly new and used car market, but
these remain uncertain. The Group
has considered both restriction
and ease of supply in its viability
assessment as well as a range of
other macroeconomic factors.
The Directors have also made
use of the post year end trading
performance to confirm that
performance is in line with
expectation. Whilst only a short
period has passed since the year
end, this evidence suggests that
this is the case.
Based on this assessment, the
Board confirms that it has a
reasonable expectation that the
Group will be able to continue in
operation and meet its liabilities
as they fall due over the period
to 31 March 2028.
The Board has determined that the
three year period constitutes an
appropriate period over which to
provide its Viability Statement. This
is the period detailed in our base
case model which we approve
each year as part of the strategic
review. Whilst the Board has no
reason to believe the Group will
not be viable over a longer period,
given the inherent uncertainty
involved we believe this presents
users of the Annual Report and
Accounts with a reasonable degree
of confidence while still providing
a medium term perspective.
57
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Risk and impact Mitigating controls Progress made in FY25
Competition, market and customers
The UK vehicle market is highly competitive, and
customers have a broad choice of retailers, some of
which offer comparable products. The market continues
to see consolidation and innovation, through which our
competitors have progressed their propositions.
Concurrently, customer expectations and buying
patterns are evolving, with the traditional research and
purchase channels becoming ever more influenced by
digital media, peer recommendations and convenience.
Failing to stay ahead of the market or to adapt to
changing customer behaviours faster than the
competition could undermine our ability to meet our
objectives and adversely impact profitability.
• Continue to offer an omnichannel proposition
• Continue to compete via our business model’s consistent
focus on Choice, Value and Quality; each of these
cornerstones is built into the business operation and
reporting. For example, customer satisfaction ratings are
used in the calculation of all bonuses or commissions across
the business
• Continued investment in bringing brand marketing,
digital engineering, data insight capability in house to
raise awareness of Motorpoint and meet customer needs,
including with respect to EVs and climate change related
data, such as emissions produced by cars that are sold
• Investment in supply chain capacity and capability, and
delivery of productivity improvements to enable us to
compete effectively and allocate resource to growth
driving activity
• Commission regular customer insight reports to track
performance against the market, competitors, and other
key indicators
• Expansion through our new store in Norwich to expand
our reach in the east
• Numerous improvements to website to highlight the
attractiveness of Motorpoint vehicles and brand
• Increased brand awareness through a renewed
nationwide TV advert campaign
• Numerous upgrades to SEO, CRM and paid
media capabilities
Principal risks and uncertainties
Increasing Decreasing StableDynamic risk assessment:
58
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Risk and impact Mitigating controls Progress made in FY25
Brand and reputation
In order to maintain our position as the UK’s leading
omnichannel used vehicle retailer, we must continue
to invest in engaging brand and digital marketing
campaigns, as well as innovating the website
experience to ensure that Motorpoint is the primary
destination for existing and new customers when
starting their next vehicle purchase journey.
Understanding the motivations and needs of our current
and future customers is paramount. We recognise
and welcome the fact that customers are looking for a
trusted brand when buying a used car. Ensuring we can
communicate at scale our industry leading proposition
is vital to protect and position.
Well documented challenges around vehicle supply,
finance and the transition to EVs mean we have to
maintain an active dialogue on these subjects to inform
and reassure our customers and, when appropriate,
enable customers to delve deeper either via our website
or social channels.
With reputation taking years to build but potentially
days to lose, we recognise that we are always at risk of
unwanted traditional and social media scrutiny which
can negatively impact our reputation.
• We continue to offer an omnichannel proposition that we
believe is unmatched on Choice, Value and Quality
• Motorpoint continued to invest in its internal digital
marketing capabilities rather than rely on an agency model.
This improved capability has delivered tangible results with
improved campaign performance and ROI but also medium
term strategic opportunities
• Further distinctive website creative and functionality
mean we can more effectively communicate our core
value propositions of Choice, Value and Quality
• Customer satisfaction, measured using the NPS system,
sits at the heart of our operations and is subject to
regular scrutiny across all levels of the business
• We closely monitor customer perceptions using both
qualitative and quantitative feedback and respond
quickly where possible
• We recognise the importance of regularly assessing
and testing the resilience of our internal and external
communication protocols in the event of a ‘reputational
PR’ incident. This approach is continuously under review,
and we are also looking at ensuring we have a robust
business recovery communication framework in place
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
59
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Risk and impact Mitigating controls Progress made in FY25
Availability and terms of customer finance
Vehicle sales volumes rely on our customers being able
to access affordable credit lines. As such, the Company
is exposed to the risk of lending institutions reducing,
terminating, or materially altering the terms and
conditions on which they are willing to offer consumer
credit to the Company’s customers.
Commission income generated by the Company acting
as a regulated credit broker could be impacted if either
the number of such arrangements reduces, or the
structure and amount of commissions earned is altered.
• Continue to drive for the best outcome for the customer
across our product range
• Constantly monitor the market and emerging trends
• Work in conjunction with our partners to keep our consumer
credit offer relevant, competitive and viable
• Where possible, reinvest in the quality of the customer
offer, preferring to build its appeal rather than maximise our
commission rates
• Customer finance offering remained competitive utilising
the decreases in the cost of money
• FCA Consumer Duty controls in place working with
partners to ensure our products provide the best possible
outcome for our customers
• Looked to diversify our finance providers by reviewing
additional options for our EVs
Supply chain disruption
Sales/profitability and customer satisfaction could be
impacted by supply chain disruption or loss of access to
key suppliers.
• Use of a broad spread of supply channels, within each of
which are longstanding relationships
• Employment of an experienced buying team which is
responsible for maintaining an efficient and effective
supply chain
• Able to utilise our buying criteria within the scope of our
retail proposition (age and mileage of vehicles) to access
more supply if required
• Business continuity plans in place for all Motorpoint
physical locations
• We seek to limit dependency on individual suppliers by
actively managing key supplier relationships
• Expansion of our internal data driven transport model
improving efficiency and reducing the number of moves
per vehicle
• Increased integration with our logistics provider
implementing data and modern processes to improve
all aspects of internal moves of vehicles. Providing an
increase in delivery frequency driving SLAs down across
all sites
• Increased the number of channels we use to
source vehicles
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
60
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Risk and impact Mitigating controls Progress made in FY25
Business resilience
Failure to withstand the impact of an event or
combination of events that significantly disrupts all or a
substantial part of the Group’s sales or operations.
This risk includes the risk of a lack of business resilience
in the event of: significant fire or flood, external
economic pressures and inflation causing significant
reduction in UK consumer spending, further risks
of economic shutdowns from a new or resurgent
pandemic, economic downturn due to global conflict
causing material price rises and energy price increases,
and material cost inflation.
• Internal control and risk management process in place to
identify and manage risks (including emerging risks) that
may impact the business. This includes horizon scanning for
potential risks and early identification of mitigations against
potential rising costs, falling sales volumes and business
readiness in the event of shutdowns
• Conservative financial approach – resilience and flexibility
built into the operating model, balanced levels of structural
debt, low risk property portfolio and ‘value for money’
mentality
• Strong and united Board and management team in place,
experienced managers in key roles and committed team
members
• Strong relationships maintained with key stakeholders
(shareholders, team members, customers, suppliers,
community)
• Business continuity plans in place and kept up to date for
stores, operations and technology
• Insurance cover in place to cover key risks, where applicable.
Particular focus on cash flow management
• Expert third party advisors in place to assist (e.g. corporate
PR, corporate, banking, legal)
• Emergency response plans have been updated to
enhance our business continuity plans and rolled out
Group wide
• Flood response plans have been tested in practice
following flood alerts and were found to be effective
• A detailed review into critical suppliers and partners
across all parts of the business has been performed
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
61
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Risk and impact Mitigating controls Progress made in FY25
Finance and treasury
Growth constrained by lack of access to capital/
financial resource.
• Motorpoint uses a selection of finance facilities to fund
its operations including a stock financing facility secured
against its retail vehicle stock
• The Group has an uncommitted £6.0m overdraft and a
£14.0m Revolving Credit Facility in place until June 2027
• A treasury policy and set of processes are in place to govern
and control cash flow activities, including the investment of
surplus cash
• Freight and energy prices are agreed in advance where
applicable, to help mitigate volatility and aid margin
management
• Forward looking cash flow forecasts and covenant tests are
prepared to ensure that sufficient liquidity and covenant
headroom exists
• Actions continue to improve controls around stock
and cash management, including stock purchasing,
forecasting and use of the stocking facilities
• Stocking facilities were successfully negotiated with
lenders during the year in response to increase business
activity resulting in increased headroom of £15m
• Strong financial position of the Group through increased
activity and return to profitability
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
62
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Risk and impact Mitigating controls Progress made in FY25
IT systems, data and cyber security
Operations impacted by failure to develop technology
to support the strategy, lack of availability due to cyber
attack or other failure, and reputational damage/fines
due to loss of personal data.
Cyber criminals continue to get more sophisticated,
and attacks are increasing.
Despite the progress Motorpoint has made on a number
of fronts in FY25 to combat cyber activity, the risk has
still been assessed as increasing given the spate of
recent attacks impacting other retailers.
• Formal IT governance processes in place to cover all aspects
of IT management
• Changes to IT services are managed through a combination
of formal programmes for large and complex programmes,
or bespoke iterative development methodologies for smaller
scale changes
• A detailed IT development and security programme roadmap
is in place, aligned to strategy
• Comprehensive third party support in place for relevant
technologies
• Business continuity in place for all major systems and
applications
• Regular vulnerability scans, annual penetration testing with
systematic methodology to treat identified threats
• Capability to scan for advanced persistent threats. Real
time identification of applicable threats with remediation
scheduled based on severity
• Business process, authorisation controls and access to
sensitive transactions are kept under review
• Significant investment in digital transformation is
continuing, upgrading and replacing legacy systems
• Ongoing actions in respect of network refresh
programme, hardware refresh programme and
strengthening our change management controls,
as well as multifactor authentication and tightening
of security if working off site
• Developed further partnerships to increase resilience to
cyber threats
• Strengthened and renewed the data protection policy
• Secured comprehensive cyber insurance
• Further recruitment into IT Security team, and
partnerships with third party experts
• New capability to scan for advanced persistent threats on
a real time basis
• Investment in industry leading product suites to enable
cyber and data security advancements
• Progress made completing the Cyber Essentials
certification
• Regular discussions with external advisors to strengthen
cyber security
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
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Risk and impact Mitigating controls Progress made in FY25
Regulatory and compliance
Fines, damages claims, and reputational damage
could be incurred if we fail to comply with legislative
or regulatory requirements, including consumer law,
health and safety, employment law, GDPR and data
protection and the Bribery Act.
The Company also has FCA permissions to carry on
consumer credit activities from which it derives income.
Until the outcome of the Supreme Court hearing and
the FCA final decision there remains uncertainty in
regulation around finance commissions.
• Operational management are responsible for liaising with the
Company Secretary and external advisors to ensure that new
legislation is identified, and relevant action taken
• Whistleblowing procedure and independently administered
helpline which enables team members to raise concerns
in confidence
• We engage constantly with our finance partners to ensure
our team members are always up to date on the FCA
best practice
• Continued focus in the year from the Group Risk and
Compliance Committee ensuring robust regular oversight
and review of compliance matters by the SLT. Continued
to conduct horizon scanning processes to identify
changes in regulatory expectations
• Fewer regulated products now sold by the business,
reducing the risk of FCA impact on future product sales
• New commission disclosures swiftly implemented as
required following the Court of Appeal’s ruling
People and culture
The success of the business could be impacted if it fails
to attract, retain and motivate a diverse team of high
calibre team members.
Maintaining and evolving the culture of our business
(embodied in our shared values) is essential to
delivering our strategy and ensuring the long term
sustainability of our business.
• Our commitment to becoming a truly amazing place to
work and the application of our Virtuous Circle is our
biggest defence ensuring we have a highly engaged, high
performing team and attrition is minimised
• Our commitment to Diversity, Equity and Inclusion has been
reaffirmed in our SLT strategy and commitments
• The composition of the Executive team is regularly reviewed
by the Board to ensure that it is appropriate to deliver the
growth plans of the business
• The Group’s Remuneration policy detailed in this report is
designed to ensure that high calibre executives are attracted
and retained. Lock in of senior management is supported by
Restricted Share Awards
• Monitoring of key risk indicators such as retention rate % and
employee satisfaction through internal and external surveys
• Viva Engage, the Motorpoint social media platform drives
engagement and interaction
• Continued Group Board focus on Board and Executive
team succession and talent management
• Updated DEI training issued to all team members
• Discount offered again this year (10%) for the annual
share scheme programme to all employees
• Set up and launch of Knowledge Hub as a shared
database of key process around the business
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
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Risk and impact Mitigating controls Progress made in FY25
Health, safety and welfare
The risk that accidents, hazards or incidents are caused
by unsafe practices at work, resulting in injury or death
to customers, employees or third parties.
• Health, safety and environment (HS&E) training for all new
starters, with additional role specific training for team
members in stores or workshops
• Incident management processing to ensure major incidents
are dealt with appropriately and problems are logged and
actively progressed to resolution
• Undertake risk and control assessments to monitor
compliance
• Continually monitor our mandatory regulatory training to
ensure that all team members are kept informed
• Incidents are reported online, via a reporting tool. Line
management deal with minor incidents. Major incidents
are escalated to the SLT who are supported by third party
expertise
• Risk assessment is managed in the following ways: line
management in the stores have a number of online risk
assessment checklists to verify the relevant controls are in
place; and higher level risk assessments are carried out on
workshop activities by an expert third party
• A separate, expert third party also carries out risk
assessments and audits covering store transport safety,
gates and barriers as well as fire risk assessments
• Implemented detailed unannounced audits performed by
our expert third party across all sites
• Revised process embedded for near miss and accident
reporting across all stores
• Updated responsibilities; responsible, accountable,
consulted, and informed (RACI) matrix clearly setting out
roles and responsibilities in respect of HS&E across all
locations
• Further development of HS&E policies, procedures and
safe statements of work (SSOWs) to provide complete
coverage of HS&E risk to the business
• Toolbox Talks developed and put into place, across a
range of HS&E topics, to generate further buy in with
store and preparation managers across the business
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
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Risk and impact Mitigating controls Progress made in FY25
Climate change and environment
Failing to positively change our impact on the
environment would fall short of the expectations of
our customers, team members, shareholders, and
other stakeholders which could lead to reputational
damage and financial loss.
In addition, an inability to anticipate and mitigate
climate change and other environmental risks could
cause disruption in our stores and supply chain as well
as increased insurance premiums.
This, and potential transition risks related to
environmental taxation, could result in higher costs,
and potential loss of customers.
Our climate risk register is set out for the year on pages
40 and 41 within our TCFD disclosures. We note the
events concerning the flood in Derby. The event has
resulted in an increase in insurance premiums, and
limited inventory cover at that site. Whilst we do not
anticipate further events, we note that the chances of
increased physical damage to our stores means that
in the long term, climate change is assessed as an
increasing risk.
• Annual targets in place to reduce emissions, energy usage
and waste to landfill, and increase recycling in our operations
• CFO leads the internal ESG Committee that oversees
progress against environmental targets which in tandem with
the Group Risk and Compliance Committee oversees climate
risk including emerging risks, challenges and opportunities
• Regular horizon scanning conducted to keep abreast of
regulatory change and stakeholder sentiment
• Regular monitoring of the climate risk register with
discussion at SLT
• Regular modelling performed on future outlook of Climate
Change impacts on the business
• Rollout of emergency response and incident
management plans across the Group to ensure stores are
well defended from physical effects of climate change as
far as practicably possible
• Detailed modelling work undertaken on Climate Change
to develop a climate transition plan
• Focus on inventory levels and flood mitigation plans at
Derby store, to ensure minimal risk for any assets not
covered by insurance
Principal risks and uncertainties continued
Increasing Decreasing StableDynamic risk assessment:
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Non financial and sustainability information statement
Environmental matters
Stakeholder engagement:
community and environment
Read more/pages 22 and 23
Climate change risk
a. a description of the Company’s governance
arrangements in relation to assessing and managing
climate related risks and opportunities;
Read more/pages 37 to 39
b. a description of how the Company identifies, assesses,
and manages climate related risks and opportunities;
Read more/pages 44 and 45
c. a description of how processes for identifying, assessing,
and managing climate related risks are integrated into
the Company’s overall risk management process;
Read more/page 45
d. a description of:
i. the principal climate related risks and opportunities
arising in connection with the Company’s operations,
and
Read more/pages 40 and 41
ii. the time periods by reference to which those risks
and opportunities are assessed;
Read more/pages 39 to 41
e. a description of the actual and potential impacts of the
principal climate related risks and opportunities on the
Company’s business model and strategy;
Read more/pages 40 and 41
f. an analysis of the resilience of the Company’s business
model and strategy, taking into consideration different
climate related scenarios;
Read more/pages 42 to 44
g. a description of the targets used by the Company to
manage climate related risks and to realise climate
related opportunities and of performance against those
targets; and
Read more/pages 46 and 47
The following summarises where you can find further information on each of the key areas of disclosure required by sections 414CA and 414CB of the Companies Act. The Companies
(Strategic Report) (Climate related Financial Disclosure) Regulations 2022 amend these sections of the Companies Act 2006, placing requirements on the Group to incorporate climate
disclosures in the Annual Report. We believe these have been addressed within this year’s climate related disclosures and as such we have referenced the location of these within our
statement on TCFD.
h. a description of the key performance indicators used to
assess progress against targets used to manage climate
related risks and realise climate related opportunities
and of the calculations on which those key performance
indicators are based.
Read more/pages 46 and 47
Streamlined Energy and Carbon Reporting Read more/pages 26 to 28
Energy efficiency actions Read more/pages 25 to 28
Going green Read more/pages 25 to 28
Our team are also working on a range of projects focused on improving the sustainability of
the business and our impact on the environment.
Related principal risk:
Regulatory and compliance; Climate change
and environment
Read more/page 64 and 66
Company’s employees
At a glance Read more/page 29
Our operating model begins with our team Read more/page 2
Our core values Read more/page 9
Our stakeholders Read more/pages 20 to 23
Winning culture Read more/page 32
Supporting employee wellbeing Read more/page 33
Related principal risk:
IT systems, data and cyber security; People
and culture;
Read more/pages 63 and 64
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Non financial and sustainability information statement continued
Social matters
Investing in our communities Read more/page 22
Supporting great causes Read more/page 22
Anti corruption and anti bribery matters Read more/page 34
Related principal risk:
Brand and reputation; Business resilience;
Regulatory and compliance
Read more/pages 59, 61, and 64
Respect for human rights
National living wage Read more/page 21
Modern slavery Read more/page 35
Treating customers fairly Read more/page 35
Related principal risk:
Brand and reputation; Regulatory and
compliance; People and culture
Read more/pages 59 and 64
The Company has various employee centric policies and guidance including: Employee Handbook; HR Policies including equal opportunities; anti bullying and harassment; whistleblowing;
enhanced maternity leave; paternity leave; health, safety and welfare; data protection; and privacy.
Anti corruption and anti bribery matters
Whistleblowing hotline, anti corruption and
anti bribery
Read more/page 34
Related principal risk:
Regulatory and compliance Read more/page 64
Investment case
Read more/page 3
Non financial KPIs
Read more/page 16
Business model
Read more/page 4
The Strategic Report was approved by the Board on 12 June 2025.
Signed on behalf of the Board.
Chris Morgan
Chief Financial Officer
12 June 2025
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Governance
report
70
Board of Directors
72
Introduction to governance
74
Corporate governance report
77
Audit Committee report
82
Nomination Committee report
86
ESG Committee report
87
Remuneration Committee report
89
Remuneration policy
100
Annual report on remuneration
110
Directors’ report
116
Statement of Directors’
responsibilities
The Board remains committed
to delivering sustainable and
profitable growth.”
John Walden
Chair
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Board of Directors
Experienced team
delivering long term value
John Walden
Independent Non Executive Chairand
Chair of the NominationCommittee
Appointed: January 2022
Background and career: John has been a
driving force in omnichannel and consumer
driven retailing, as well as leading digital and
transformational change, both in the UK and
US. John’s previous roles include Chair and Non
Executive Director of SCS Group Plc, Chair of
Snowfox TopCo Ltd (Guernsey), Chair of Naked
Wines Plc, Chair of the Jersey parent company of
Holland & Barrett International, and Non Executive
Director of Celine Jersey Topco Ltd, the Jersey
holding company of Debenhams. John was also
an Executive Director at FTD Companies. John
served as CEO of Argos and its parent company
Home Retail Group Plc, and he has held several
senior roles with Best Buy Co. including EVP
and president of the internet division.
External roles: John is the Founder of
Inversion LLC.
Mark Carpenter
Chief Executive Officer
Appointed: April 2016 (CEO since May 2013)
Background and career: Mark was appointed as
Chief Executive Officer in May 2013 following two
years as CFO, and has almost 20 years’ experience
in motor retail. Mark was previously Finance
Director of Sytner Group Limited from 2005
to 2010. Prior to this, Mark was with Andersen,
where he qualified as a Chartered Accountant.
External roles: None.
Chris Morgan
Chief Financial Officer
Appointed: January 2021
Background and career: Chris was appointed
Chief Financial Officer in January 2021 and is
also the Company Secretary for Motorpoint Group
Plc. Chris was formerly Group Finance Director
at Speedy Hire Plc. Prior to this Chris held senior
finance leadership positions at Go Outdoors and
Tesco, where he was latterly the finance director
for the Czech Republic and Slovakia. Chris is a
Fellow of the Institute of Chartered Accountants
in England and Wales.
External roles: None.
Board split by ethnicity
● White British
(orother
White) – 6
● Asian/Asian
British – 1
Board split by gender
● Male – 4
● Female – 3
N N E E
Committee membership key
A
Audit
Committee
R
Remuneration
Committee
N
Nomination
Committee
E
ESG
Committee
Committee
Chair
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Board of Directors continued
Mary McNamara
Senior Independent Non Executive Director
and Chair of the Remuneration Committee
Appointed: May 2016 (appointed as Senior
Independent Director in October 2016)
Background and career: Mary was CEO of the
commercial division and Board Director of the
Banking Division at Close Brothers Group Plc.
She spent 17 years with GE in a number of
leadership roles, including CEO of the European
Fleet Services business. Mary has also spent
time with Skandia and 14 years at Harrods.
External roles: None.
Adele Cooper
Independent Non Executive Director
and Chair of the ESG Committee
Appointed: March 2020
Background and career: Adele has extensive
marketing and senior leadership experience,
having worked at some of the world’s leading
technology companies, most recently at Pinterest
from June 2015 to December 2019. While at
Pinterest, Adele was responsible for the UK and
Ireland, overseeing strategic, commercial and
operational management. Prior to this, Adele
was with Facebook and Google in a lead global
relationship role and a variety of regional and
global lead roles in marketing and operations.
Adele held the post of Chief Revenue Officer
at & Open until May 2024.
External roles: Adele has been a Non
Executive Director of Premier Lotteries Ireland
(FDJ United) since 1 April 2024.
Keith Mansfield
Independent Non Executive Director and
Chair of the AuditCommittee
Appointed: May 2020
Background and career: A Chartered Accountant
by background, Keith brings extensive
accountancy experience, having worked at PwC
for over 30 years, during which time he served
as Chair of PwC in London, responsible for
assurance, tax and advisory services. As a partner
for 22 years, he led services to public and private
companies across a range of industry sectors.
External roles: Keith is the Chair of Albemarle
Fairoaks Airport Limited and a Non Executive
Director on the boards of Martins Investment
Holdings Ltd, Martins Development Holdings
Ltd and Martins Financial Holdings Ltd. Keith
was appointed as a Director of Fairoaks Airport
Holdings Limited in May 2023 and was also
appointed as a Non Executive Director of Aquila
House Holdings Ltd since December 2024.
Swarupa Pathakji
Independent Non Executive Director
Appointed: October 2024
Background and career: Swarupa is a qualified
accountant and has extensive experience across
multiple sectors, having worked at Merrill Lynch
and Duke Street, a mid market Private Equity firm.
Swarupa was a Non Executive Director at ScS
Group Plc prior to its sale in January 2024.
External roles: Swarupa is a Non Executive
Director, and a member of the Audit & Risk,
Remuneration, Nomination and Management
Engagement Committees, at Albion Technology
& General VCT Plc.
Committee membership key
A
Audit
Committee
R
Remuneration
Committee
N
Nomination
Committee
E
ESG
Committee
Committee
Chair
A R N E A R N E A R N E R N EA
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Introduction to governance
Chair’s
introduction
Dear Shareholder,
I am pleased to present my
Corporate Governance review
ifor Motorpoint for FY25.
The aim of this report is to
explain Motorpoint’s governance
framework and outline how it
was applied on a practical basis
over the last year.
We have continued to focus on
making strategic progress while
trying to balance our ambitions
with responsible financial
management and remaining
committed to our strategic
direction and to our belief in the
size of our opportunity. Our return
to profitability this year provides
us with the confidence to focus on
our growth plans.
From a governance perspective,
we have chosen to become early
adopters of the FRC Corporate
Governance Code 2024 (the
Code), and have put in place a
framework that allows us to meet
the new requirements. This is
with the exception of provision
29 (internal controls) which will
apply to financial years beginning
on or after 1 January 2026. We
have set out a summary of the
key changes to the Code and our
approach to these requirements
within this report.
As a Board, we are conscious
that we are accountable to all
our shareholders and hold a
position of responsibility to valued
stakeholders including employees,
customers, suppliers and the
environment. We actively seek
engagement with shareholders
throughout the year, engaging with
them outside of formal meetings
to foster open communication
and address shareholder
concerns. I have personally had
the opportunity to meet with our
shareholders during the course of
the year to understand their views
and priorities, which have then
subsequently been shared with the
rest of the Board. We also listen to
the views of governance advisory
firms and financial institutions and
welcome the opportunity to answer
shareholders’ questions at our 2025
Annual General Meeting (AGM).
Throughout the year, we have
been actively engaging with our
employees, and our site visits to
Chingford and Glasgow provided
the Board with the opportunity to
directly hear from our valued team
members on their experiences
of working for the Company, and
how our strategic plans are being
implemented on the ground. We
also hold regular strategy meetings
that provide the opportunity for
senior team members to report on
key initiatives and progress against
our targets.
ESG
We are committed to an ESG
agenda which aims to exceed our
stakeholders’ expectations. The
ESG Committee has met on three
occasions to develop, implement
and monitor our ESG strategy,
as well as oversee and support
stakeholder engagement on ESG
matters. The past year has seen
the Company continue to reduce
its core emissions, and the Board
is kept abreast of initiatives that
look to reduce our environmental
impact. We are also delighted
with the high level of satisfaction
amongst our team as indicated by
the employee engagement survey
that took place this year. ESG
matters remain firmly embedded
in our strategic plans and we
remain committed to continuous
improvement in this area.
Board changes
In October 2024, we were
delighted to have Swarupa Pathakji
join our Board. This appointment
took place after a thorough skills
evaluation of our Board, and
allowed us to clearly identify
the knowledge and experience
required that aligned with our
strategic priorities and governance
ambitions, including diversity
considerations.
Biographies for each of the current
Directors are set out on pages 70
and 71.
Our priorities continue to be
focused on building sustainable
and profitable growth,
underpinned by strong and
effective governance.”
John Walden
Chair
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Introduction to governance continued
Compliance statements
Throughout the year ended
31March 2025, the Company has
complied with all the provisions,
with the exception of provision
29 (internal controls), as set out in
the 2024 Corporate Governance
Code (a copy of which is available
on the Financial Reporting
Council’s website at www.frc.
org.uk). Provision 29 will apply to
financial years beginning on or
after 1 January 2026.
Capital allocation
After taking into consideration the
capital required to fund organic
growth, the Company’s ability to
generate cash and the strength of
its balance sheet has led the Board
to conclude that a combination of
share buybacks and reintroduction
of a dividend is a good use of
the Company’s resources and
beneficial to shareholders.
In January 2024, we announced
our intention to commence a
share buyback programme of
approximately 5% of the ordinary
shares of the Company, and to
cancel these shares. The share
buyback programme began
in March 2024 and concluded
in September 2024, with 3.6m
shares successfully repurchased,
representing 4% of the Company’s
share capital, at a total cost of £5m.
In April 2025, we announced
the further repurchase of up
to 3m shares, representing
approximately 3.5% of the
Company’s share capital, at a
total maximum cost of £4m.
In addition, we are recommending
a final dividend of 1p per share,
with an associated cash cost of
£0.9m (FY24: £Nil).
Our performance
Every year we review the
performance of the Board. In early
2025 we carried out an internal
Board performance review, with
participation from all members of
the Board. The findings show that
the work we do as a Board and
in our committees continues to
be strong and effective. Further
details of the review and our
plans for FY26 can be found in the
Nomination Committee report.
Board priorities
Our priorities for next year are
focused on delivering our long
term strategic plans, whilst being
mindful of market conditions,
all underpinned by a strong and
effective governance framework.
John Walden
Chair
12 June 2025
FRC UK Corporate Governance Code 2024
The FRC UK Corporate Governance Code (the Code) was updated in January 2024 following an extensive
consultation which concentrated on a limited number of changes. The Code will apply to financial years
beginning on or after 1 January 2025. We have chosen to become early adopters of the 2024 Code, with the
exception of Provision 29 – Internal Controls. Below we set out a summary of the key changes to the Code, and
how we have addressed these requirements.
Section Change How is compliance achieved?
Section1:
Board
leadership
and company
purpose
Governance reporting should focus on
board decisions and their outcomes
in the context of the company’s
strategicobjectives.
The governance framework ensures that all
decisions are made at the appropriate level,
ensuring alignment with the strategic plan. Regular
strategy meetings are held by the Board to monitor
the outcomes of decision making.
Boards are required to demonstrate how
the desired culture has been embedded
within the organisation.
The Board receives regular reports on the culture
in the organisation, and has taken part in site visits
to Chingford and Glasgow this year to monitor the
company culture in action.
Section 3:
Composition,
succession
and
evaluation
An amendment has been made to
promote diversity, inclusion and equal
opportunity, without referencing
specificgroups. In addition, companies
may have additional initiatives in place
alongside their diversity and inclusion
policy.
We recognise that Diversity, Equity and Inclusion
(‘DEI’) is a key enabler to achieving our strategic
goals. More information about our DEI strategy can
be found on pages 30 and 31. In addition, there
is a Board policy on DEI, which was approved in
March 2025, with further information on the Board’s
oversight of DEI also set out page 83.
Section 4:
Audit, risk
and internal
control – new
Provision 29
These amendments dictate that risk
management and internal controls
monitoring and review must cover all
material controls, including financial,
operational, reporting and compliance
controls and their effectiveness should be
reviewed annually.
A new Head of Internal Audit & Risk has been
appointed that will support the Company in
seeking to meet the requirements of this provision,
which will apply to financial years beginning on or
after 1 January 2026.
Section 5:
Remuneration
An amendment has been made to
require directors’ contracts, and/or
other agreements or documents which
cover directors’ remuneration to include
malus and clawback provisions. A new
provision also requires companies to
include a description of malus and
clawbackprovisions.
Alongside information on directors’ remuneration,
the Group has provided a description of the malus
and clawback provisions which can be found on
page 95.
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The role of the Board
The Board sets the Company’s
strategic aims and ensures that the
necessary resources are in place
to allow the Company’s objectives
to be met in a responsible and
sustainable way that supports long
term growth. It is also responsible
for corporate governance and the
overall financial performance of
the Group. The Board establishes
the Company’s culture, values
and ethics; leading by example in
modelling expected behaviours
and standards and devoting
sufficient time and attention to the
Directors’ roles.
The current Board comprises
the Chair, four independent Non
Executive Directors (including a
Senior Non Executive Director)
and two Executive Directors.
Roles and responsibilities
The Chair’s role
The Chair’s primary role is the
leadership of the Board. By
ensuring that the Directors
receive accurate, timely and
clear information the Chair is
key in cultivating a boardroom
culture of honesty, openness and
transparency which encourages
debate and constructive challenge
facilitating an environment within
which the Non Executive Directors
are supported to make an effective
contribution. The Chair sets the
Board’s agenda and ensures
sufficient time is allocated for the
discussion of all agenda items.
The Chair also consults with
the Non Executive Directors, in
particular the Senior Independent
Director, on matters of corporate
governance and ensures all
Directors are made aware of
any major shareholders’ issues
and concerns.
The Board is satisfied that the
Chair fulfils their responsibilities
in enabling the Board to make
sound decisions.
Chief Executive Officer’s role
The Chief Executive Officer (CEO)
is responsible for the day to day
running of the Group’s business,
including the development and
implementation of strategy
and decisions made by the
Board, as well as the operational
management of the Group.
Chief Financial Officer’s role
The Chief Financial Officer
(CFO) is responsible for the
Group’s financial activities,
including control, planning and
reporting, and also contributes
to the broader management
of the Group’s business. The
CFO supports the CEO with the
development, implementation and
tracking of the Group’s strategy.
Senior Independent
Director’s role
The Senior Independent
Director acts as a sounding
board to the Chair and serves
as an intermediary for the other
Directors when necessary. The
Senior Independent Director is
available to shareholders to assist
with addressing any concerns
that may arise.
The Senior Independent Director
also meets with Non Executive
Directors without the Chair present
at least annually and conducts
the annual appraisal of the Chair’s
performance, providing feedback to
the Chair on the appraisal outputs.
Independent Non
Executive Directors
The Non Executive Directors bring
independence, and a broad mix
of business skills, knowledge and
experience to the Board. They
provide an external perspective
to Board discussions and are
responsible for holding the
Executive Management team to
account on behalf of shareholders.
The Non Executive Directors
constructively challenge Board
discussions and help develop
proposals on strategy. The
independent Directors meet at least
once annually without the presence
of the Executive Directors.
Non Executive Directors monitor
the reporting of performance
and ensure that the Company
is operating within its agreed
governance and risk framework.
The Company Secretary’s role
The Company Secretary
ensures that effective two way
communication flows between
the Board and its committees and
between senior management and
the Non Executive Directors. The
Company Secretary is responsible
for ensuring that the Board
operates in accordance with the
Company’s corporate governance
framework.
The appointment and removal of
the Company Secretary is a matter
for the whole Board.
Matters reserved for the Board
To retain control of key decisions
and ensure that there is a clear
division of responsibility between
the Board and the day to day
operations of the business, the
Board has a formal schedule of
matters reserved for its decision.
These reserved matters include
financial reporting, investment
appraisal and risk management.
The matters were reviewed by the
Board in July 2024 and remain
appropriate for the needs of
thebusiness.
Board committees
The Board operates several
committees to support it in
carrying out its duties. Further
information about the work carried
out by these committees can be
found on the following pages:
• Audit Committee
pages 77 to 81
• Nomination Committee
pages 82 to 85
• ESG Committee
page 86
• Remuneration Committee
pages 87 and 88
Board focus during the year
The Board holds regular scheduled
meetings each year, which
incorporate several dedicated
strategy sessions. The meetings
held were a combination of in
person and online.
Key areas of focus during the year
were:
Strategy
• Regularly reviewing progress
against the Strategic Plan
• Overseeing investor relations
and communications
• Monitoring strategic growth
opportunities such as technology
and operational efficiencies,
expansion of services to
customers, and exploration of
other growth opportunities,
including new stores
Corporate governance report
Board leadership and purpose
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Financial
• Approved the full year results
announcement and the
Annual Report for the 2024
financial year. In doing so,
the Board considered that
the Annual Report, taken as a
whole, was fair, balanced and
understandable, and provided
the information necessary
for shareholders to assess
the Group’s and Company’s
position, performance, business
model and strategy
• Post year end, the Board
approved the full year results
announcement and the Annual
Report for the 2025 financial year.
In doing so, the Board considers
that the Annual Report, taken
as a whole, is fair, balanced and
understandable, and provides
the information necessary for
shareholders to assess the
Group’s and Company’s position,
performance, business model
and strategy
• Considered the Capital Allocation
Policy, including the reintroduction
of a dividend scheme, alongside
share buybacks
• Approved the Budget for FY26
• Approved the half year results,
full year results and trading
updates
• Review of Group cash position
and forecasting, including the
monitoring of banking facility
levels and covenant tests
• Monthly performance reporting
and review
Internal control and risk
management
• Reviewed the effectiveness of
the Group’s risk management
and internal control systems
• Carried out a robust assessment
of the emerging and principal
risks facing the Group. Further
information on these principal
risks, the procedures in place
to identify emerging risks and
how these are being managed
or mitigated can be found on
pages 52 to 55 and pages 58
to 66
• Approved the viability
statement as disclosed in the
FY25 Annual Report, which sets
out that the Group will be able
to continue in operation and
meet its liabilities as they fall
due over the next three years.
The Board deemed a three year
period to the end of FY28 would
be appropriate, taking into
account the Group’s current
position and the potential
impact of the principal risks and
uncertainties
• Considered and approved the
adoption of the going concern
basis of accounting in preparing
the half and full year results
• Approved updates to the
Treasury policy
People, talent and culture
• Succession planning and talent
development for all senior roles
• Reviewed the results of the
engagement survey
• Ensured safe and comfortable
working environments
• Reviewed the organisation
structure to ensure alignment
with trading conditions
• Reviewed Restricted Share
Awards for eligible team
members
• Implemented an SAYE Share
Plan for colleagues for the
three year period commencing
February 2025
Governance, compliance
andethics
• Approved AGM business such
as the Notice of Meeting and
related ancillaries
• Carried out an internal Board
evaluation, reviewed the report
and recommendations and
agreed an action plan
• Assessed the independence of
all Directors
• Reviewed and updated the
Terms of Reference for the
Audit Committee, Remuneration
Committee, Nomination
Committee and ESG Committee
Board independence and
appointment terms
The Board has reviewed the
independence of each Non
Executive Director and considers
each of them to be independent
of management and free from
business or other relationships that
could interfere with the exercise
of independent judgement. The
Company meets the requirement
under Provision 11 of the 2024
Code that at least half of the
Board, excluding the Chair, are
Non Executive Directors whom the
Board considers to be independent.
The Board believes that any shares
in the Company held personally by
a member of the Board serves to
align their interests with those of
the shareholders.
The CEO, Mark Carpenter, owns
approximately 10% of the shares
of the Company. The Board is fully
confident that, in the very unlikely
event of a conflict emerging
between Mark Carpenter’s duties
as a Director and his interests as
a shareholder, he would absent
himself from the Board discussions
in question (and the Board would
ensure that he does so).
The terms and conditions of
appointment of the Non Executive
Directors are contained within their
Letters of Appointment. The terms
of appointment for the Directors
confirm they are expected to
devote such time as necessary
for the proper performance of
their duties. The Board reviews
and approves as necessary any
additional external appointments
the Directors may look to obtain.
The CEO and CFO do not
currently have a non executive
directorship on any other listed
company board.
Corporate governance report continued
The findings of our board effectiveness review show
that the work we do as a board and in our committees
continues to be strong and effective.”
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Strategic Report Governance Financial Statements
Chris Morgan Mary McNamara Adele Cooper
Swarupa Pathakji*
Board (9 meetings) Nomination Committee (4)Audit Committee (3) Remuneration Committee (4) ESG Committee (3) Meeting not attended
Mark Carpenter John Walden Keith Mansfield
Board meetings
The Board met regularly to
discharge its duties effectively.
Directors are provided with
meeting papers approximately one
week in advance of each Board or
Committee meeting. Members of
the Senior Leadership Team are
regularly invited to attend Board
meetings to present on their
specific area of responsibility.
Board and Committee
attendance FY25
The Board has regular scheduled
meetings throughout the year,
in addition to Board calls as
and when needed. Directors’
attendance at Board and
Committee meetings during the
year is outlined below.
Annual General Meeting
The 2025 AGM will be held
on22July 2025.
The Notice convening the
2025 AGM will be circulated to
shareholders separately, along
with details on how shareholders
can raise questions to the Board
in advance. We will ensure that
shareholders are kept informed
using the Notice of Meeting, our
website, and relevant regulatory
announcements as appropriate.
Conflicts of interest
In line with the Companies Act
2006, the Company’s Articles of
Association allow the Board to
review any potential conflicts of
interest that may arise and impose
limits or conditions as appropriate.
The Board has an agreed formal
process for the Directors to
disclose any conflicts of interest.
Any decision of the Board to
authorise a conflict of interest is
only effective if it is agreed without
the conflicted Director(s) voting or
without their votes being counted.
In making such a decision, the
Directors must act in a way they
consider in good faith will be most
likely to promote the success of
the Group.
Independent advice
The Directors may take independent
professional advice, if necessary, at
the Company’s expense.
Board training and development
Directors are continually updated
on the Group’s business, the
markets in which the business
operates and changes to the
competitive and regulatory
environments, through
presentations and briefings to the
Board from Executive Directors
and the Senior Leadership Team.
Directors received briefings from
the Company Secretary during
the year on governance and
compliance matters and relevant
legislative changes, as well as
briefings on pertinent topics
as part of the regular in person
strategy sessions.
Relations with shareholders
All shareholders have access to the
Chair and the Senior Independent
Director, who are available to
discuss any questions which
shareholders may have in relation
to the running of the Company.
The Board recognises the need
to ensure that all Directors
are fully aware of the views of
major shareholders. Copies of
all analysts’ research relating to
the Company are circulated to
Directors upon publication. The
Company receives a monthly
Investor Relations report which
includes an analysis of the
Company’s shareholder register.
John Walden
Chair
12 June 2025
Corporate governance report continued
Board and Committee attendance FY25
* Nomination Committee attendance – no meetings held since her appointment.
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Strategic Report Governance Financial Statements
Risk management and internal
control remain priority topics
for the Group, particularly in
light of the ongoing finance
transformation project. This
project presents an opportunity
to further enhance the control
environment. A key focus is
ensuring Motorpoint has the tools
and systems to respond rapidly
and effectively to economic
uncertainty, regulatory changes,
and other risks in a fast paced
business environment.
I would like to thank my colleagues
in the Committee for their valued
contributions during this year. I
would also like to extend my thanks
to our team members within the
business who have rigorously
applied hard work and Motorpoint’s
shared values to support the
Committee throughout the year.
Committee composition
andmembership
The Committee currently
comprisesfour independent
NonExecutive Directors.
The Board believes that the
members of the Committee as a
whole have competence relevant
to the sector in which the Group
operates, gained from their
respective external roles, previous
and present. Biographical details
of Committee members are set out
on page 71.
Dear Shareholder,
I am pleased to present the Audit
Committee’s (the Committee)
report for FY25. The purpose
of this report is to look back
over the financial year ended 31
March 2025 and describe the
Committee’s responsibilities and
activities during the year.
The Committee fulfils a vital
oversight role. The key objectives
of the Committee are to review
and report to the Board and
shareholders on the Group’s
financial reporting, internal control
and risk management systems,
and on the independence and
effectiveness of the external auditor.
In particular, the Board has
identified me as the member
of the Committee having
recent and relevant financial
experience for the purposes of
the 2024 Code. I have a wealth
of financial experience from my
previous roles, having worked
at PricewaterhouseCoopers LLP
(PwC) for 30 years.
At the invitation of the Chair of
the Committee, the CEO and CFO
attended all meetings during the
year in order to maintain effective
and open communications.
The external auditor, PwC, attend
meetings of the Committee
and have direct access to the
Committee should they wish to
raise any concerns outside of the
formal Committee meetings.
Similarly, the Head of Internal
Audit & Risk attends for the
specific portion of Committee
meetings pertaining to internal
audit, and has direct access to
the Committee should there be
any need for raising any concerns
outside of the formal context.
Audit Committee report
Audit Committee
Chair’s statement
Committee Governance
Committee membership
andattendance
During the year, the
Committee comprised:
• Keith Mansfield (Chair)
• Adele Cooper
• Mary McNamara
• Swarupa Pathakji
(from1October 2024)
The Committee met three
times during the year and
attendance is set out in the
table on page 76.
Our focus this year centred on the finance
transformation project, including a detailed
review of internal control enhancements, as
part of ensuring a strong foundation for future
financial reporting and compliance.”
Keith Mansfield
Audit Committee Chair
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Audit Committee report continued
Role of the Committee
The role and responsibilities of the
Committee are set out in its terms
of reference which are available
on the Company’s website
motorpoint.co.uk/plc.
The main responsibilities of the
Committee are listed below:
• monitor the integrity of
the Financial statements of
the Company, including its
annual and half yearly reports,
preliminary announcements and
any other formal statements
relating to its financial
performance, and review
and report to the Board on
significant financial reporting
issues and judgements which
those statements contain having
regard to matters communicated
to it by the auditor;
• review the content of the
Annual Report and Accounts
and advise the Board on
whether, taken as a whole,
it is fair, balanced, and
understandable and provides
the information necessary
for shareholders to assess
the Company’s performance,
business model and strategy
and whether it informs the
Board’s statement in the Annual
Report on these matters that is
required under the Code;
• keep under review the
Company’s internal financial
controls systems that identify,
assess, manage and monitor
financial risks, and other
internal control and risk
management systems;
• review and approve the
statements to be included in
the Annual Report concerning
internal control, risk
management, including the
assessment of principal risks
and emerging risks, viability
statement and going concern;
• review and discuss reports from
the internal audit function;
• review the adequacy and
security of the Company’s
arrangements for its employees,
contractors and external
parties to raise concerns, in
confidence, about possible
wrongdoing in financial
reporting or other matters;
• review the effectiveness of
risk management and internal
control policies in relation to
ESG matters;
• monitor the statutory audit
of the Annual Report and
the consolidated Financial
statements;
• review significant financial
reporting issues;
• recommend to the Board the
reappointment of the external
auditor and approve their
remuneration and terms of
engagement; and
• monitor and review
the external auditor’s
independence and objectivity,
and the effectiveness of
the external audit process,
including considering
relevant UK professional and
regulatory requirements and
the appropriateness of the
provision by the auditors of
non audit services.
The Terms of Reference
authorise the Committee to
obtain independent legal or
other professional advice at the
Company’s expense.
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Audit Committee report continued
Summary of the key Committee activities during the year
Financial reporting
• Reviewed the Annual Report and Accounts
to 31March 2025 and half year results to
30September 2024.
• Reviewed the going concern and viability
statements.
• Agreed the application of key accounting
judgements and estimates and considered
whether the accounts are fair, balanced and
understandable.
• Concluded whether the Company has adopted
appropriate accounting policies and made
appropriate estimates and judgements.
• Reviewed the clarity and completeness of
disclosures in the Financial statements and the
context in which statements are made.
• Reviewed all material information presented with
the Financial statements, including the Strategic
report and the corporate governance statements
relating to the audit and to risk management.
Internal control, risk management and
internal audit
• Reviewed and approved the risk management
framework.
• Reviewed the work of internal audit and
management’s response to associated
remediation actions.
• Met with internal audit without management.
• Detailed review of the Group’s risk register
including principal risks, emerging risks, and
climate related risks.
• Approved the internal audit plan, including
amendments to the plan during the year.
External audit
• Chair met and had discussions with PwC as part
of the audit process.
• Reviewed the external audit plan and review of
effectiveness.
• Reviewed the non audit services policy (NAS) and
reached a general presumption that PwC is not
best placed to offer NAS so as to safeguard their
independence with possible exceptions noted
in respect of a future requirement for assurance
over ESG and internal controls which the Group’s
external auditor is well placed to deliver.
• Reviewed findings from the external auditor on
the FY25 year end audit, and followed up on the
FY24’s recommendations.
Other matters
• Reviewed the Group’s tax and treasury policies.
• Reviewed and approved the Committee terms of
reference.
• Engaged with third party cyber security advisors
to support cyber risk management.
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Audit Committee report continued
Area of focus Details of Committee review
Reference to
Financial statements
Inventory
Valuation
In forming its opinion on inventory valuation, the Committee
considered the year on year increase in inventory levels, market
valuations as at the balance sheet date, and the levels of overage stock.
The Group Balance Sheet shows a net valuation of £151.4m
(2024: £102.4m). Both management and the external auditor
provided the Committee with updates on the work they
performed to validate the appropriateness of key estimates
used in respect of inventory provisions.
The Committee concluded that the methodology for calculating
the net realisable values of inventories, including management’s
estimates on provisions was balanced and appropriate.
Note 20
Contingent
Liabilities
In light of the ongoing FCA review into finance commissions
(page 35), the Committee considered updates provided by
Management, regulators, and other subject matter experts.
Having evaluated the available information, the Committee
concurred with Management’s assessment that no present
obligation exists at the reporting date, and that the likelihood of an
outflow of economic resources is not probable. Further detail has
been disclosed in Note 36.
Note 36
IFRS 16:
Leases
During the year, the Group made two significant transactions
in respect of leases including the acquisition of the main Derby
site and the opening of our 21st store in Norwich. The Derby site
was acquired for £2.4m and was previously leased. Management
provided accounting papers to the committee setting out the
accounting treatment for both transactions.
The Committee also reviewed the restatement necessary to correct
an understatement of right of use assets and lease liabilities in FY23
and FY24 to reflect the recording of back dated rent reviews. No
restatement was required to the statement of comprehensive income.
The Committee concluded the proposed treatments for both the
above were appropriate.
Note 17
Annual Report
The Committee has undertaken
a review and assessment of
the Annual Report in order to
determine whether it can advise
the Board that, taken as a whole,
the Annual Report is fair, balanced
and understandable, and provides
shareholders with the information
they need to assess the Company’s
position, performance, business
model and strategy.
In doing this, the Committee
considered the following:
• the description of the
business is consistent
with the Committee’s own
understanding;
• the narrative of the Strategic
report fairly reflects the
performance of the Group over
the period reported on;
• that there is a clear and well
articulated link between all
areas of disclosure including
going concern and viability; and
• the findings from the external
auditor as part of the FY25 year
end audit.
All relevant issues relating to the
Annual Report were fully discussed
at the Committee meeting in
June2025.
The Committee has concluded
that the Annual Report, taken
as a whole, is fair, balanced and
understandable and that it can
advise the Board as required by
the 2024 Code and other relevant
rules and regulations.
Going concern and
viabilitystatement
The Company is required to include
statements in its Annual Report
relating to going concern and
viability. The Committee reviewed
and discussed with management
and concluded that the Financial
statements can be prepared on a
going concern basis and that there
is a reasonable expectation that
the Group will be able to continue
in operation and meet its liabilities
as they fall due over at least a 12
month period after the signing of
the Financial statements.
The Directors assessed the
prospects of the Group over a
three year period, which reflects
the budget and planning cycle
adopted by the Group and is in line
with the viability assessment of
the Group. The assessment of the
Group’s prospects, together with
the Group’s going concern and
viability statement, are set out on
pages 113 to 115 and pages 56 and
57 respectively of the report.
Significant matters considered by the Committee in relation to the Financial statements
In the preparation and final approval of the Financial statements, the Committee discussed with management
the key sources of estimation and critical accounting judgements. The Committee considered the following
significant matters in relation to the FY25 Financial statements:
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Strategic Report Governance Financial Statements
Internal audit
The Committee approved the
appointment of a new Head of
Internal Audit and Risk, preserving
internal audit leadership and
direction following recent internal
team transitions. A number of risk
based reviews were undertaken by
internal audit in line with the FY25
audit plan. Internal audit’s areas of
review in FY25 included:
• Payroll and associated taxes
• Bank and cash procedures
• Travel and expenditure
• Balance sheet reconciliations
• Stock management
• Fuel card usage
• Finance commission clawback
The Audit Committee has
assessed the effectiveness of the
internal audit function through
regular reviews and reporting,
and is satisfied that its quality,
experience, and expertise are
appropriate and aligned with the
needs of the business.
External auditor
Independence
There are a number of robust
policies in place, all of which aim
to safeguard the independence of
the external auditor. In accordance
with best practice, the external
audit contract will be put out to
tender every ten years, with the
next retender due no later than
the year ending 31 March 2027.
In accordance with the Auditing
Practices Board standards, the
lead audit partner at PwC will be
rotated every five years to ensure
continuing independence. Mark
Foster, the current audit partner,
assumed this responsibility for the
year ended 31 March 2025 and has
the required skills and experience.
There are no contractual obligations
that restrict the Company’s choice
of external auditor.
External auditor effectiveness
The Committee conducts
an annual external audit
effectiveness review each
year. It is the Committee’s
responsibility to monitor and
assess the effectiveness of the
external audit and examine the
auditor’s independence, the
audit planning process, audit
approach and delivery, audit
team expertise and experience,
resources, responsiveness and
communication in respect of the
financial year audit. In order to
discharge this responsibility, the
Committee followed the process
outlined below:
• the terms, areas of
responsibility, duties and scope
of work of the external auditor
as set out in the engagement
letter are reviewed at the
Committee meetings;
• the Committee discusses and
agrees at the planning stage the
draft list of specific audit risks;
• the Committee assesses the
audit plan in advance of the
year end and discusses audit
planning and focus, quality,
staffing, fees and accounting
policies with the auditor;
• the Committee receives
post audit feedback from
management and the auditor in
relation to the conduct of the
audit and where significant time
is spent;
• during the conduct of the
audit, the Committee considers
the auditors’ challenge of
management assumptions and
judgements;
• the Committee meets with
the auditor in the absence
of management to receive
and discuss feedback on the
conduct of the audit;
• all Committee members, key
members of management, and
those who regularly provide
input into the Committee
provide feedback on how well
PwC performed the year end
audit; and
• the feedback and conclusions
are discussed, along with
the conclusion regarding
specific audit risks, with an
overall conclusion on audit
effectiveness reached. Any
opportunities for improvement
are brought to the attention of
the external auditor.
The Committee concluded
that PwC provided an effective,
independent and objective audit
and that the Committee was
therefore satisfied that it had
obtained a high quality audit. The
Committee agreed to recommend
to the Board the reappointment of
PwC as the Group’s external auditor
and a resolution to this effect will
be proposed at the 2025 AGM.
Non audit services
To further safeguard the
independence and objectivity of
the external auditor, non audit
services provided by the external
auditor are considered, and where
appropriate authorised, by the
Committee in accordance with a
non audit services policy.
This policy limits the amount and
type of services undertaken by
our auditor. Permitted services
are subject to a cap of 70% of the
average of the fees paid for the
statutory audits over a three year
period. The committee reached
a general presumption that PwC
is not best placed to offer non
audit services so as to safeguard
their independence. There could
be future possible exceptions
in respect of a requirement for
assurance over ESG and internal
controls which the Group’s external
auditor is well placed to deliver.
Non audit services provided
by PwC only relate to access
to the auditor’s generic online
accounting manual.
Keith Mansfield
Audit Committee Chair
12 June 2025
Audit Committee report continued
The Committee has undertaken a review and assessment of
the Annual Report in order to determine whether it can advise
the Board that, taken as a whole, the Annual Report is fair,
balanced and understandable, and provides shareholders with
the information they need to assess the Company’s position,
performance, business model and strategy.”
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Strategic Report Governance Financial Statements
Nomination Committee report
Nomination
Committee Chair’s
statement
In FY25, the Committee met
four times where significant
focus was on board composition
and succession planning for
the Board. The Committee also
commissioned an internal board
effectiveness review, to build
on the actions identified in the
previous year’s review. Succession
planning for Executive Directors
and the Senior Leadership Team
was also considered in detail,
and the Committee approved
the appointment of a new HR
Director. In October 2024, the
Board appointed Swarupa Pathakji
as an Independent Non Executive
Director and a member of the
Audit, Nomination, Remuneration
and ESG Committees. There were
no resignations during FY25 and
the Committee is satisfied that the
Board composition is balanced and
effective, and that the appropriate
corporate governance standards
and practices are in place.
Following the internal Board
performance review in early
2025, the Committee discussed
the results of the review, which
confirmed the Board and its
committees continued to be
effective with strong ratings
across all areas. The Committee’s
discussions identified some areas
that should be kept under review
in FY26, including an assessment
of the Company’s stakeholders
to ensure the engagement with
these groups remains appropriate.
Dear Shareholder,
I am pleased to present the report
of the Nomination Committee (the
Committee) for FY25.
The Nomination Committee keeps
under regular review the structure
and composition of the Board and
its committees and ensures that
the Board and Executive leadership
has the appropriate balance of
skills, expertise and experience
tosupport the Company.
In addition, following the
successful appointment in FY25 of
a new independent Non Executive
Director, and a new HR Director,
it was agreed to continue to
monitor the talent pipeline within
the business.
All Directors are subject to election
or re-election to the Board by
shareholders on an annual basis at
the Company’s AGM. The Chair, on
behalf of the Board, has confirmed
each Director continues to be an
effective member of the Board
and will stand for re-election at the
2025 AGM.
As part of this process, the
Committee assessed the ongoing
independence of Mary McNamara,
who will have served on the Board
for greater than nine years at
the time of the 2025 AGM. The
Committee recognised Mary’s
valuable contribution to the Board,
and that she continues to provide
effective independent challenge
and uses her skills, experience and
knowledge to drive productive
discussions. To ensure a smooth
succession, particularly with
respect to Mary’s role as Chair of
the Remuneration Committee and
as Senior Independent Director,
it was agreed that Mary should
remain on the Board for a further
year, and that the Committee
deemed her to be independent.
Committee Governance
Committee membership and
attendance
During the year, the
Committee comprised:
• John Walden (Chair)
• Adele Cooper
• Keith Mansfield
• Mary McNamara
• Swarupa Pathakji (from
1October 2024)
• Mark Carpenter (CEO)
The Committee met four
times during the year and
attendance is set out in the
table on page 76.
I am delighted that we further strengthened
the Board during the year with the appointment
of Swarupa Pathakji as an Independent
Non Executive Director.”
John Walden
Nomination Committee Chair
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Strategic Report Governance Financial Statements
83
Nomination Committee report continued
Committee responsibilities
The Committee is responsible for:
• Board composition: The
Committee considers the
balance of skills, diversity,
knowledge and experience
of the Board and its
committees and reviews the
Board’s structure, size and
composition, including the
time commitment required
from Non Executive Directors;
• Board and executive
nominations: The Committee
leads on the recruitment
and appointment process
for Directors and makes
recommendations regarding
any adjustments to the
composition of the Board; and
• Board and executive succession
planning: The Committee
proposes recommendations to
the Board for the continuation
in service of each Director
and ensures that the Board
is well prepared for changes
to its composition and that
appropriate succession plans
are in place.
The Committee has formal Terms
of Reference which are reviewed
annually and are available on the
Company’s website.
Activities of the Committee
During the year the main activities
of the Committee were as follows:
• Considered succession
planning for the Executive and
Senior Leadership Team, and for
the Board.
• Assessed the ongoing
independence of Mary
McNamara as a Board member.
• Recommended the
appointment of Swarupa
Pathakji as a Non Executive
Director.
Composition of the Board as at
31March 2025
INED/Executive split
Chair 1
INED
(excluding the Chair) 4
Executive 2
Diversity and inclusion
The Board is committed to
building a diverse and inclusive
business where everyone is treated
fairly and with respect and within
which every employee has the
opportunity to make a meaningful
contribution to the Company’s
vision and values.
The Board policy on diversity,
equity and inclusion, which was
approved in March 2025, sets
out the approach to diversity in
respect of the Board of Directors.
This policy sits alongside
Motorpoint employee policy,
which sets out the Company’s
commitments to create a positive
and inclusive environment where
everyone can learn, grow and
succeed. The Board is committed
to ensuring that its composition,
and that of each of its committees,
comprises an appropriate
balance of skills, knowledge and
experience. Diversity is a vital
part of the continued assessment
and enhancement of board
composition, and the Board
recognises the benefits of diversity
amongst its members. All Board
appointments are made on merit,
in the context of achieving the
right balance of skills, experience,
independence and knowledge
which the Board as a whole
requires to be effective, taking
account of diversity in the manner
described above.
The Company is committed to creating a
positive and inclusive environment where
everyone can learn, grow and succeed.”
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Nomination Committee report continued
The Financial Conduct Authority
(FCA) requires listed companies
to make disclosures in relation
to gender and ethnic diversity at
Board and executive management
level. The targets are that at
least 40% of the Board should
be women, at least one of the
senior Board positions should be a
woman, and at least one member
of the Board should be from an
ethnic minority background.
The Nomination Committee is
pleased to confirm that, as at
31March 2025, 43% of the Board
of Directors are women, the Senior
Independent Director is a woman,
and one member of the Board of
Directors is from an ethnic minority
background. All three targets have
been met.
The Committee continues to
promote a culture that actively
celebrates diversity throughout
the Company, and Nomination
Committee discussions around
succession planning during
FY25 have clarified the Board’s
intentions in this regard.
The charts on the right identify
the gender identity and ethnic
diversity of members of the Board
and executive management.
As part of the Company’s
commitment to Diversity,
Equality and Inclusion there
are a number of data collection
points throughout the employee
experience that allow tracking of
performance against the objective
of having a truly diverse workforce
and inclusive culture. This starts
at the recruitment stage with
an Applicant Tracking System
which facilitates the gathering
of data on all applications. Right
to work checks are completed
for all hired employees and form
a further opportunity for data
capture. Finally, as part of this
disclosure each member of the
team is asked how they identify
within the outlined categories,
including sexual orientation, ethnic
background and any disabilities.
The Board’s composition and
size is kept under review by
the Nomination Committee to
retain an appropriate balance
of skills, experience, diversity
and knowledge of the Group.
The Board also recognises the
importance of diversity and
inclusion at senior management
level. The Group’s SLT is made up
of six members including the CEO
and CFO. Information on initiatives
on diversity and inclusion can be
found in the People section of the
Strategic report on pages 30
and 31.
White British (or other White)
Black/African/Caribbean/Black British
Mixed/Multiple Ethnic Groups
Other ethnic group, including Arab
Asian/Asian British
Not specified/prefer not to say
Number of
Board members
Number of senior
positions on the
Board (CEO, CFO,
SID, Chair)
Percentage of
the Board
Number in executive
management
(excluding Executive
Directors)
Percentage
of executive
management
(excluding Executive
Directors)
Reporting table on ethnicity representation
Women
Men
Not specified/prefer not to say
Number of Board
members
Number of senior
positions on the
Board (CEO, CFO,
SID, Chair)
Percentage of the
Board
Number in executive
management
(excluding Executive
Directors)
Percentage
of executive
management
(excluding Executive
Directors)
Reporting table on sex/gender representation
4
3
57%
43%
3 3 75%
1 1 25%
6
1 4
3 75%
1 25%
86%
14%
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Nomination Committee report continued
Board and Committee Performance Review
The Board undertakes a formal review of its performance, and that of each Director on an
annual basis. The principal committees of the Board also undertake an annual review of their
effectiveness in accordance with their Terms of Reference. In FY24, the Board identified three
key action points arising from the review, and measured the steps taken throughout the year
to achieve them. An update on progress in all three areas can be found in the table below.
FY24 Issue/
Recommendation Action Progress during FY25
Employee
engagement
Continue to engage with
employees during site visits,
alongside more targeted
engagement with the Senior
Leadership Team on an individual
and Group basis.
The Board determined that this recommendation
had been achieved.
During FY25 the Board carried out site visits to
Chingford and Glasgow to meet the teams in
store and understand the approach to day to day
operations.
The Board also met with key members of the
SLT at strategy sessions scheduled throughout
theyear.
Board
Succession
planning
Nomination Committee to
continue to focus on succession
planning at Board, factoring in the
Company’s diversity, equity and
inclusion objectives.
The Board determined that this recommendation
had been achieved.
The Nominations Committee met through the year
to focus on succession planning. An assessment
of the Board’s composition and skillset took
place, led by the Chair, together with a review of
future requirements. Following this assessment,
Swarupa Pathakji was appointed to the Board in
October2024.
Board
development
Review the Board development
programme, ensuring that
pertinent topics such as digital
strategy are covered during the
course of the year.
The Board determined that this recommendation
had been achieved.
Regular in person strategy sessions are held by
the Board throughout the year, which allowed
deep dive sessions to take place on a range of
topics. The strategy session held in January 2025
focused on the digital initiatives being introduced
to the business to enhance the customer
experience, and deliver operational efficiencies.
In line with its discussions the previous year, in early 2025 the Board carried out an internal
performance review of the Board and its committees. The review covered a range of matters
including the balance of contributions, quality of debate and constructive challenge, senior
leadership succession, stakeholder engagement, the effectiveness of agenda planning and
the quality and timeliness of meeting papers.
The results of the review were circulated to members of the Board and its recommendations
were discussed and actions were agreed and adopted at the May 2025 Nomination
Committee meeting. The review confirmed that the Board, its committees and each
Director performed strongly and effectively, with all areas of the review rated highly. It was
acknowledged that whilst all areas were scored well, the Board would continue to strive for
improvement in certain priority areas for FY26, which are set out in the table below.
FY25 area of focus Action
Stakeholder engagement
Carry out a full review of the Company’s stakeholders, assessing the
best approach for engaging with each party.
SLT succession planning
Nomination Committee to focus on succession planning at senior
leadership level, to support with the oversight of the Company’s talent
pipeline, whilst also factoring in the Company’s diversity, equity and
inclusion objectives.
Election or re-election of Directors
In compliance with the 2024 Code, all current Directors will stand for re-election at the
forthcoming AGM. The Board has determined that all Directors standing for election or
re-election at the AGM continue to be effective, hold recent and relevant experience and
continue to demonstrate commitment to the role.
Biographical details of each Director standing for election or re-election will be set out in the
Notice of AGM.
John Walden
Nomination Committee Chair
12 June 2025
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ESG Committee report
ESG Committee
Chair’s statement
Dear Shareholder,
I am pleased to present the
report of the ESG Committee
(the Committee) for FY25. The
principal purpose of this report
is to look back over the financial
year ended 31 March 2025
and describe the Committee’s
responsibilities and activities
during the year. In addition to my
Committee responsibilities, I also
attended management’s internal
ESG meetings, and I continue to
be impressed with Motorpoint’s
commitment to doing what is right
and responsible.
The Committee oversees the
development and implementation
of the Group’s ESG strategy and
monitors its performance in
relation to ESG matters.
In FY25, the ESG Committee met
three times where it continued to
focus on the Group’s sustainability
and diversity objectives. During the
year, the Committee discussed ESG
considerations as part of executive
remuneration and long term share
plans. Initiatives to reduce energy
usage continue to be an important
area of focus for the Committee. In
addition, the Committee has been
working closely with the newly
appointed HR Director to review
the People agenda, which has
included a refresh of the learning
and development opportunities
available to employees.
Committee composition
and membership
The Committee currently comprises
four independent Non Executive
Directors, the CEO and CFO.
Only members of the Committee
are entitled to attend the meetings.
Key team members, such as the
Head of Internal Audit and Risk,
and HR Director, may be invited
to attend for all or parts of any
meeting, as and when appropriate.
Role of the Committee
The role and responsibilities of
the Committee are set out in its
Terms of Reference, which were
reviewed in FY25 and can be found
on the Company’s website. The key
objectives of the Committee are to:
• assist the Board in overseeing
the development and
implementation of the Group’s
ESG strategy and monitoring
its performance in relation to
ESG matters;
• oversee and support
stakeholder engagement on
ESG matters, including, but
not limited to, understanding
stakeholder reporting
expectations;
• review, prior to approval by the
Board, the ESG matters to be
presented in the Company’s
Annual Report and monitor the
integrity of these reports;
• oversee and monitor the
Group’s progress against any
net zero, decarbonisation or
other environmental, social or
governance strategies; and
• make proposals to the
Remuneration Committee
regarding appropriate ESG
related performance objectives
for Executive Directors, and
providing an assessment
as to the outcomes of the
ESG related performance
objectives as at the end of
the reporting period.
I would like to thank my
colleagues in the Committee for
their valued contributions, as well
as extending my thanks to our
colleagues within the business
who have enthusiastically
embraced the Group’s vision
and aims in relation to ESG.
Adele Cooper
ESG Committee Chair
12 June 2025
Committee Governance
Committee membership and
attendance
During the year, the
Committee comprised:
• Adele Cooper (Chair)
• Keith Mansfield
• Mary McNamara
• Swarupa Pathakji
(from1October 2024)
• Mark Carpenter (CEO)
• Chris Morgan (CFO)
The Committee met three
times during the year.
Attendance is set out in the
table on page 76.
Strong momentum and engagement
across the business resulted in further
reductions in energy consumption and
total waste compared to the previous
year, despite increased business activity.”
Adele Cooper
ESG Committee Chair
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Remuneration Committee report
Remuneration Committee
Chair’s statement
Dear Shareholder,
I am pleased to present
the Company’s Directors’
Remuneration Report for the
financial year ended 31 March
2025. This report is split into
two sections:
• the Directors’ Remuneration
policy, which sets out the
remuneration policy that was
approved by shareholders at
the 2023 AGM; and
• the Annual report on
remuneration, which includes
this statement and sets out in
detail how the remuneration
policy has been applied in
the year to 31 March 2025, as
well as how the policy will be
applied in the forthcoming year.
The Director’s Remuneration
Report, excluding the Directors’
Remuneration policy section,
will be subject to an advisory
shareholder vote at the 2025 AGM.
Performance for FY25 and
remuneration outcomes
The business returned to
profitability in FY25, despite
a number of macroeconomic
and supply chain challenges,
and continued to outperform
the market. The Brilliant Basics
programme first launched in FY24,
and remained a focus area for
FY25, looked to drive operational
excellence, which resulted
in a leaner cost base, faster
stock turn and lower prices,
with the cumulative effect of
improving profitability.
Asa result of the progress made,
the FY25 annual bonus targets
have largely been achieved to
varying degrees. The Committee
is satisfied that financial and
non financial elements of the
bonus plan have been delivered,
indicating a strong performance
across all targets. These include
customer, employee, digital sales
and reduction in Scope 1 and
2 emissions. Overall, a bonus
payout of 56.2% of maximum has
been achieved. The Committee
has assessed the performance
of each of the targets, and is
comfortable this level of bonus
payout is reflective of performance
delivered during the year.
The Restricted Share Awards
(RSAs) granted to the CEO, CFO
and other senior management
in June 2022 will vest in June
2025. The Committee reviewed
the performance underpin
that requires the Committee
to be satisfied that business
performance is robust and
sustainable and that management
has strengthened the business
over the three year period to 31
March 2025. During this time, the
Company has made significant
progress against our strategic
priorities, despite a number
of headwinds such as stock
shortages, and the cost of living
crisis. Management has continued
the expansion of our stores, made
improvements in operational
efficiency and sustained focus
on digital marketing initiatives.
On this basis, after careful
consideration, the Committee
Committee Governance
Committee membership
andattendance
During the year, the
Committee comprised:
• Mary McNamara (Chair)
• Adele Cooper
• Keith Mansfield
• Swarupa Pathakji
(from1October 2024)
The Committee met four
times during the year and
attendance is set out in the
table on page 76.
The Committee is satisfied that the remuneration policy
operated as intended for FY25 and that only minimal changes
are required for FY26 to its operation to ensure alignment of
incentives with delivery of strategic priorities.”
Mary McNamara
Remuneration Committee Chair
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determined that the award for the
CEO and CFO should be capable
of vesting 50% in June 2025, 25%
in June 2026 and 25% in June 2027
with all shares required to be held
for five years from grant.
The RSA value in the table below is
the value of the FY25 award at the
date of grant and represents award
levels of 75% of salary in line with
the normal policy level.
Application of the Policy for FY26
Ahead of FY26, the Committee
has reviewed the operation of the
policy. The goals of our policy are,
amongst other things, to provide
appropriate reward for strong
performance and quality leadership
and to ensure the retention of key
employees. The Committee has
signposted in previous reports
that it considers that the CEO and
CFO’s salaries considerably lag the
market and has now concluded
that they are not reflective of their
performance and roles. We are
also now seeing significant pay
compression between the salaries
for the CEO and CFO and their
immediate direct reports.
The table below provides a summary of total remuneration for the
Executive Directors for FY25.
Salary
(£’000)
Benefits
(£’000)
Pension
(£’000)
Bonus
(£’000)
RSA
(£’000)
Total
(£’000)
Mark Carpenter 371 3 11 209 278 872
Chris Morgan 271 3 8 152 209 643
This position has now been
exacerbated following a below
workforce salary increase for
FY24 and no salary increase in
FY25 for the Executive Directors.
The last increase above the
workforce average for the CEO
was effective 1 April 2021, whilst
the CFO joined in January 2021
on a salary at a discount to the
mid-market rate at the time.
Furthermore, as salaries form the
basis of the remuneration packages,
with annual bonus and RSA awards
derived from it, this has resulted
in a below lower quartile market
positioning for the total package.
During FY25, the Group has
returned to profitability and the
Committee considers it is now
an appropriate time to review the
Executive Directors’ salaries so that
they effectively retain and motivate
our key talent and recognise their
contribution to the Group. On
this basis, the CEO’s salary will
be increased from £371,000 to
£430,000 in two steps. The first
increase was to £400,000, effective
from 1 April 2025 and, subject to
ongoing company performance,
the second increase will be made
on 1 April 2026 to £430,000.
The CFO’s salary was increased
from £271,000 to £300,000
effective from 1 April 2025. The
Committee considers the CEO
and CFO to be high performing
leaders and these increases reflect
this, as well as ensuring they are
being appropriately remunerated
for their role and responsibilities.
The new salaries are still, in the
Committee’s view, at a discount to
the mid-market rate for a company
of Motorpoint’s size. The average
increase for salaried workforce
in FY26 is 2.0% (excluding those
impacted by living wage increases).
Following a review of Non Executive
Director fees across the market, an
increase of 4.3% to the base fee for
Non Executive Directors has been
approved. This increase ensures the
base fee continues to be reflective
of the Non Executive Director’s
roles and time commitment. Fees
for the Board Chair and additional
responsibilities will remain the
same for FY26.
The annual bonus opportunity will
remain at 100% of salary and is
based on performance measures
aligned to the business strategy.
The Committee has reviewed the
measures and weightings in light of
the strategic priorities for FY26 and
as a result some changes have been
made. The measures and weightings
are as follows: PBT (33.3%),
market share growth (23.3%), cars
acquired from consumers (23.3%),
employee engagement (13.3%)
andan environmental metric based
on the reduction of Scope 1 and 2
emissions (6.7%).
Remuneration Committee report continued
Restricted Share Awards will be
made over shares equivalent to
75% of salary for both Executive
Directors. We will review the
grant level at the time the award
is made, however based on
the share price at the time of
publication of this report, we
anticipate that the award will be
made at the normal policy level.
A robust performance underpin
will apply to ensure that awards
only vest if business performance
is robust and management has
strengthened the business.
We believe that Motorpoint’s
approach to remuneration
is appropriate, taking into
account the Group’s return to
profitability this year, workforce
remuneration outcomes and the
wider stakeholder experience.
TheCommittee is satisfied that the
remuneration policy operated as
intended for FY25 and the changes
made to salary levels and bonus
measures are required for FY26 to
ensure the operation of our policy
continues to be effective and
aligned to our strategic priorities.
On behalf of all of my colleagues
on the Committee, I hope that you
will support the resolution on the
annual report on remuneration at
this year’s AGM.
Mary McNamara
Remuneration Committee Chair
12 June 2025
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Remuneration policy
This section of the report details
the Remuneration policy for
Executive Directors. The policy
set out below was approved by
shareholders at the AGM on 26 July
2023 and will apply for up to three
years from this date.
Compliance statement
This report has been prepared in
accordance with the provisions
of the Companies Act 2006 and
Schedule 8 of the Large and
Medium sized Companies and
Groups (Accounts and Reports)
(Amendment) Regulations 2013
(Regulations) and the subsequent
amendments in 2018 and 2019.
It also meets the requirements
of the UK Listing Authority’s
Listing Rules and the Disclosure
and Transparency Rules. The
sections of the Remuneration
Report that are subject to audit are
marked as Audited Information.
The remaining sections of the
Remuneration Report are not
subject to audit.
Decision making process for
the determination, review and
implementation of the policy
The Committee sets the
remuneration policy for Executive
Directors and other senior
executives taking into account the
Company’s strategic objectives,
shareholder expectations, the
principles of the UK Corporate
Governance Code and the
remuneration policy for the
wider workforce. The aim of the
remuneration policy is to provide
an appropriate pay structure for
the Executive Directors and Senior
Management, to ensure their
retention and to continue to focus
them on delivering strong financial
performance. To manage any
potential conflicts of interest,
the Committee ensures that
no individual is involved in
discussions regarding their own
remuneration arrangements.
The implementation of the
policy is considered each year
by the Committee in light of the
strategic priorities and the wider
stakeholder experience whilst
incentive targets are reviewed to
check if they remain appropriate
orneed to be recalibrated.
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Remuneration policy continued
Principle Committee approach
Clarity – remuneration arrangements
should be transparent and promote
effective engagement with shareholders
and the workforce
• The metrics used in our annual bonus
have a direct link to our Company
KPIs to ensure performance related
remuneration supports and drives
our strategy
• Restricted Shares ensure senior
management are focused on the long
term sustainability and interests of the
Company and all of its stakeholders
• The Remuneration Committee consults
with shareholders to explain and clearly
set out any proposed changes to the
policy and is committed to having an
open and constructive dialogue with
shareholders
Simplicity – remuneration structures
should avoid complexity and their
rationale and operation should be easy
to understand
• Our remuneration structure which
consists of annual bonus and Restricted
Shares, which are not subject to
performance measures, is simple and
easy to understand
• The bonus is payable in cash. The
Restricted Shares are the sole share
based plan
Risk – remuneration arrangements should
ensure reputational and other risks from
excessive rewards, and behavioural risks
that can arise from target based incentive
plans, are identified and mitigated
The Committee has ensured that risks are
identified and mitigated by the presence
of:
• discretion to override the formulaic
outturn of incentives
• clawback and malus provisions
• Restricted Shares ensure senior
executives are not encouraged to make
short term decisions but to deliver
sustainable shareholder returns over the
long term
• Executives are encouraged to build
significant shareholdings
The Committee addresses the following factors when determining the remuneration policy and its implementation, as recommended by the UK Corporate Governance Code:
Principle Committee approach
Predictability – the range of possible
values of rewards to individual Directors
and any other limits or discretions should
be identified and explained at the time of
approving the policy
• The scenario charts on page 97 set out
the potential rewards available to the
Executive Directors under three different
performance scenarios, and in the case
of a 50% share price increase in relation
to the Restricted Shares
Proportionality – the link between
individual awards, the delivery of strategy
and the long term performance of the
Company should be clear. Outcomes
should not reward poor performance
• Variable pay comprises the majority
of the Executive Directors’ packages,
with the individual limits and payout for
different levels of performance set out
in the policy and the scenario charts on
page 97. The performance conditions
used for the annual bonus are aligned
to strategy and the targets are set to be
stretching to reward for delivering above
market returns in line with strategy
• The Committee retains discretion to
override the formulaic outturns of
incentives if the payout does not reflect
broader Company performance and
other factors
Alignment to culture – incentive schemes
should drive behaviours consistent with
Company purpose, values and strategy
• The alignment of metrics to the
medium and long term strategy
ensures behaviours consistent with
the Company’s purpose and values are
being encouraged
• The presence of clawback and malus
provisions discourages behaviours that
are not consistent with the Company’s
purpose, values and strategy
• The Committee reviews the wider
workforce pay and policies to ensure
there is alignment with the Executive
Director policy and that remuneration
is designed to support the Company’s
people centric culture
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Directors’ Remuneration Policy
A breakdown of all elements of the Executive Remuneration Policy and an explanation of how they operate can be found in the table below:
Purpose and link to strategy Operation Performance measurement Maximum opportunity
Base salary
To aid the recruitment
of Executive Directors
of a suitable calibre
for the role and to
provide a core level of
reward to reflect the
duties required.
Base salaries will normally be reviewed annually by
the Committee with any increases typically taking
effect from 1 April each year.
Base salary levels are set at a level to reflect the
experience, skills and responsibilities of the individual as
well as the scope and scale of their role.
Increases to base salary will take into account the
performance of the individual and Company and external
indicators such as inflation.
While there is no maximum salary, increases
will normally be in line with the typical level
of increase awarded to other employees of
the Group.
The Committee may award increases
above this level to ensure that the
salaries appropriately reflect the role,
responsibilities, performance and
experience of the Directors.
Benefits
To provide a market
competitive benefits
package for the
executives to aid
recruitment and
retention.
The benefits offered to Executive Directors
comprise, but are not limited to, family medical
insurance and company car.
The Committee may offer an equivalent cash
allowance instead if it feels it is more suitable.
Other reasonable benefits may be offered
as appropriate (including, in exceptional
circumstances, relocation and/or disturbance
allowances).
Executive Directors may also be reimbursed for
any reasonable expenses incurred in performing
their duties, and any income tax payable thereon.
Not applicable. There is no maximum limit on the value of
the benefits provided but the Committee
monitors the total cost of the benefit
provision on a regular basis.
Remuneration policy continued
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Purpose and link to strategy Operation Performance measurement Maximum opportunity
Pension
To provide market
competitive pension
arrangements for the
executives and to
aid recruitment and
retention.
Executive Directors are eligible for a contribution
to the Group personal pension plan, or any other
nominated personal pension fund.
Where appropriate, Executive Directors may
instead receive a cash allowance in lieu of formal
pension contributions, or a combination of both.
Not applicable. A pension contribution is payable in line
with the pension available to the majority of
the workforce, currently 3% of salary.
Annual bonus
To encourage
improved financial
and operational
performance and
align the interests
of Directors with the
short term Company
strategy.
Bonus payments are subject to the achievement
of performance targets normally set over one
financial year.
Annual bonuses are payable at the sole discretion
of the Committee. The Committee has discretion
to adjust the formula driven outturn of the annual
bonus calculation.
All bonus payments are payable in cash and
subject to appropriate recovery and withholding
arrangements.
Performance will normally be based on a mix of financial,
operational and/or non financial measures aligned to the
strategic objectives of the business.
Financial performance will usually be represented by
PBT targets, although the Committee reserves the right
to include other measures in support of the Company
strategy as it sees fit.
Stretching performance targets will be determined taking
into account internal and external forecasts. For threshold
performance, up to 30% of maximum is payable.
100% of salary.
Remuneration policy continued
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Purpose and link to strategy Operation Performance measurement Maximum opportunity
Long term incentives – Restricted Shares
To encourage
improved financial
and operational
performance and
align the interests
of Directors with
the long term
Company strategy
and the interests of
shareholders through
share ownership.
Awards will normally be granted following the
publication of the Company’s annual results
each year.
Restricted Shares may normally vest no sooner
than 50%, 25% and 25% over three, four and five
years from grant, subject to service, and subject to
an underpinning financial performance condition.
Awards are additionally subject to a post vesting
holding period during which time vested shares
may not be sold (other than for tax) before five
years from grant.
This holding period will continue post cessation
of employment (to the extent that awards do
not lapse).
The Committee may determine that dividend
equivalents will accrue over the vesting/holding
period.
Vesting of awards is at the sole discretion of the
Committee and the Committee may reduce the
level of the award after grant and at vesting, if it
considers that it is appropriate to do so.
Restricted Shares are subject to recovery and
withholding arrangements.
In order for Restricted Shares to vest, the Remuneration
Committee must be satisfied that business performance
is robust and sustainable and that management has
strengthened the business. In assessing this performance
condition, the Committee will consider financial and non
financial KPIs, including ESG targets, as well as delivery
against strategic priorities. To the extent it is not satisfied
that this performance condition is met, the Committee
may scale back the level of vested awards including to
zero. This performance assessment will take place at the
end of the third year.
Normally 75% of salary in any year.
However, an individual maximum of
100% of salary may apply in exceptional
circumstances.
Remuneration policy continued
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Purpose and link to strategy Operation Performance measurement Maximum opportunity
All employee share plans
To align the interests
of Directors and other
employees with those
of the shareholders
through share
ownership.
The Company has adopted employee share plans
in which the Executive Directors are eligible
to participate on the same terms as all other
employees.
Not applicable. In line with statutory limits.
Shareholding guidelines
To align the interests
of Directors with those
of the shareholders
through share
ownership.
All Executive Directors are required to build and
maintain a shareholding equivalent in value to
200% of their annual base salary.
Until this guideline is met, Directors must
retain half of any Restricted Shares that vest
(after payment of tax and national insurance
contributions) together with any shares deferred
as part of the bonus (if applicable).
Post cessation of employment, executives will be
required to retain the lower of the shareholding
requirement (200% of salary) or the actual shares
they hold on cessation of employment for a
period of two years. Any voluntary purchases of
shares by the executives from the start of the
previous policy period will be excluded from this
requirement. The Committee has discretion to
amend the requirement in certain circumstances
as it considers appropriate.
Not applicable. Not applicable.
Remuneration policy continued
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Choice of performance measures
The Committee retains flexibility
as to the choice of performance
measures for future annual
bonus awards. Measures will
be selected as appropriate to
reflect the business strategy and
to ensure the delivery of sound
financial performance. Thecurrent
performance measures are
disclosed in the Annual report
on remuneration, together with
the link to the business strategy.
The Committee sets appropriate
and stretching targets for the
annual bonus in the context of the
Company’s business plan, trading
environment and strategic plan.
Incentive plan operation
The Committee will operate
the Company’s incentive plans
according to their respective
rules and consistent with normal
market practice, the Listing Rules
and HMRC rules where relevant,
including flexibility in a number
of regards.
This includes timing of awards,
dealing with leavers and making
adjustments to awards following
acquisitions, disposals, changes in
share capital and other merger and
acquisition activity. The Committee
also retains the ability to adjust
the targets and/or set different
measures for the annual bonus
plan if events occur which cause
it to determine that the conditions
are no longer appropriate and the
amendment is required so that the
conditions achieve their original
purpose and are not materially
less difficult to satisfy. The
Committee may adjust the formula
driven outturn of the annual
bonus calculation in the event it
considers that the outturn does not
reflect underlying performance,
overall shareholder experience or
employee reward outcome.
Recovery and withholding
provisions may be operated at
the discretion of the Committee
in respect of awards granted
under the annual bonus plan
and Restricted Shares in certain
circumstances (including where
there is a material misstatement
or restatement of audited
accounts, an error in assessing any
applicable performance condition
or bonus outcome, or in the event
of gross misconduct on the part of
the participant, corporate failure,
failure of risk management or
reputational damage).
Any use of the above discretions
would, where relevant, be
explained in the Annual report
onremuneration.
Remuneration policy continued
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Remuneration Policy for Non Executive Directors
The table below sets out how pay is structured for the Non Executive Directors (NEDs).
Purpose and link to strategy Operation Performance measurement Maximum opportunity
Fees
To ensure a fair reward
for services provided
to the Company.
NEDs receive a fixed base fee in cash or shares for their role on the Board, plus
supplementary fees for additional responsibilities such as performing the role
of SID or chairing one of the Board committees.
The Non Executive Chair receives a fixed fee only, and is not eligible for any
additional responsibility fees.
Fee levels are reviewed normally on an annual basis, and may be increased
taking into account factors such as the time commitment and complexity of
the role and market levels in companies of comparable size and complexity and
other broadly comparable companies.
Each NED will be entitled to be reimbursed for all reasonable expenses incurred
by them in the course of their duties to the Company (plus amounts in respect
of any tax payable) and has the benefit of indemnity insurance maintained
by the Group on their behalf indemnifying them against liabilities they may
potentially incur to third parties as a result of his/her office as Director.
Where there has been a material increase in time commitment in the year, fees
may be temporarily increased to reflect this.
Not applicable. Current fee levels are set out in the Annual
report on remuneration.
Aggregate fee levels are subject to the
maximum limit set out in the Articles of
Association.
Share ownership guidelines
To align the interests
of Directors with
those of shareholders
through share
ownership.
All NEDs are encouraged to build and maintain a shareholding equivalent in
value to 100% of their annual fees.
Not applicable. Not applicable.
Remuneration policy continued
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Chief Executive Officer
(Mark Carpenter)
Chief Financial Officer
(Chris Morgan)
£1,400,000
£1,200,000
£1,000,000
£800,000
£600,000
£400,000
Threshold
£414,000
£311,000
£954,000
£716,000
£1,114,000
£836,000
£1,264,000
£949,000
ThresholdMaximum MaximumTarget TargetMaximum
with 50%
share price
appreciation
Maximum
with 50%
share price
appreciation
£200,000
£0,000
100%
100%
43%
44%
37%
33%
37% 33%
25%
25%
36%
32%
36% 32%
32%
31%
27%
35%
27%
35%
● Fixed pay ● Annual Bonus ● Restricted Shares
Reward scenarios
The bar charts in this section
detail how the composition of the
Executive Directors’ remuneration
package varies at different levels
of performance.
• Threshold includes fixed pay
only (i.e. base salary, benefits
and pension)
• On target includes fixed pay,
60% of maximum bonus, and
full vesting of Restricted Shares
• Maximum includes fixed pay,
maximum bonus payout, and
full vesting of Restricted Shares
• Maximum plus the impact of
50% share price appreciation on
Restricted Shares
Salary levels are effective as at
1 April 2025, and the value for
benefits is the cost of providing
those benefits in FY25.
No share price growth has
been factored into the chart,
except where indicated, and all
amounts have been rounded to
the nearest £1,000.
Remuneration policy continued
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Approach to recruitment
remuneration
In determining the remuneration
package for a new Executive
Director, the Committee takes into
account the skills and experience
of the individual, the market rate
for a candidate of that experience
and the importance of securing
the individual.
New Executive Director hires
(including those promoted
internally) will be offered packages
in line with the policy in place at
the time, except as noted below.
If it is considered appropriate to
set the salary for a new Executive
Director at a level which is below
market, his or her salary may
be increased in future periods
to achieve the desired market
positioning by way of a series of
phased above inflation increases,
subject to his or her continued
development in the role.
Any bonus payment for the year of
joining will normally be prorated to
reflect the proportion of the period
worked, and the Committee may set
different performance measures and
targets, depending on the timing
and nature of the appointment.
The ongoing annual bonus and
restricted shares opportunities will
be in line with the limits set out in
the policy table.
The Committee recognises
that it may be necessary in
some circumstances to provide
compensation for amounts
forfeited from a previous employer
(buy out awards). Any buy out
awards would be limited to the
value of remuneration forfeited
when leaving the former employer
and would be structured so as
to be, to the extent possible, no
more generous in terms of the key
terms (e.g. delivery mechanism,
time to vesting, expected value
and performance conditions) than
the incentive it is replacing. Where
possible, any such payments
would be facilitated through the
Company’s existing incentive
plans, but, if not, the awards may
be granted outside of these plans,
as permitted under the Listing
Rules, which allow for the grant of
awards to facilitate the recruitment
of an Executive Director.
In the case of an internal
appointment, any variable pay
element awarded in respect of
the prior role will be allowed to
continue according to its original
terms or adjusted as considered
appropriate to reflect the new role.
External directorships
Executive Directors are permitted to take on external non executive directorships at other listed companies,
though normally only one other appointment, to bring a further external perspective to the Group and help
in the development of key individuals’ experience. In order to avoid any conflicts of interest, all appointments
are subject to the approval of the Nomination Committee. Executive Directors are permitted to retain the fees
arising from any appointments undertaken.
Service contracts and payments for loss of office
The terms of Directors’ service contracts and letters of appointments are available for inspection at the
Company’s registered office.
Director Date of initial appointment Date of expiry
Notice period by
Company or Director
Executive Directors
Mark Carpenter 12 May 2016 N/A 9 months
Chris Morgan 11 January 2021 N/A 9 months
Non Executive Directors
John Walden 10 January 2022 10 January 2028 3 months
Mary McNamara 13 May 2016 14 May 2026 3 months
Adele Cooper 6 March 2020 6 March 2026 3 months
Keith Mansfield 20 May 2020 20 May 2026 3 months
Swarupa Pathakji 01 October 2024 01 October 2027 3 months
Remuneration policy continued
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The remuneration related elements of the current contracts for Executive Directors are as follows:
Provisions Treatment
Termination payment The Company may (at its discretion) elect to terminate the employment by making a
payment in lieu of notice equivalent in value to the base salary which the Executive
Director would have received during any unexpired period of notice.
Mitigation The payment in lieu of notice will be payable in monthly instalments (subject to
mitigation, i.e. reduced on a pound for pound basis if alternative employment/
engagement is taken up during the payment period).
Annual bonus There is no contractual right to any bonus payment in the event of termination
although in certain circumstances the Committee may exercise its discretion
to pay a bonus at the normal time for the period of active service and based on
performance assessed after the end of the financial year. The holding period in
respect of deferred shares, if applicable, will normally be retained.
Share awards The default treatment for Restricted Shares under the Performance Share Plan rules
is for all unvested awards to lapse in full on cessation.
However, if the participant ceases to be an employee or a Director within the
Group because of his/her death, injury, disability, retirement, redundancy, their
employing company or the business for which they work being sold out of the
Group or in other circumstances at the discretion of the Committee, then his/her
award will normally vest on the original scheduled vesting date (except in the case
of death, where the default position will be for the award to vest on cessation
of employment).
The default position in this case is that an award will vest subject to: (i) the
assessment of the performance underpin over the measurement period; and (ii) the
prorating of the award by reference to the period of time served in employment
during the normal vesting period. However, the Committee can decide to allow
early vesting and/or reduce or eliminate the prorating of an award if it regards it as
appropriate to do so in the particular circumstances.
Other Outstanding shares or awards under an all employee share plan will vest in
accordance with the terms of the plan and HMRC legislation.
The Committee may pay any statutory entitlements or settle or compromise claims
in connection with a termination of employment, where considered in the best
interest of the Company.
Outplacement services and reimbursement of legal costs may also be provided.
Remuneration policy continued
Legacy arrangements
In approving this Directors’
Remuneration policy, authority is
given to the Company to honour
any commitments entered into
with current or former Directors
that have been disclosed to and
approved by shareholders in
previous years. Details of any
payments to former Directors will
be set out in the Annual report on
remuneration as they arise.
Consideration of pay conditions
within the wider team
When making decisions on
executive remuneration, the
Committee takes into account
pay conditions for the Company
as a whole.
The Group has a strong ‘team
culture’ and accordingly there
is consistency in how packages
are structured across the whole
Senior Management team, with
all Executive Directors and Senior
Managers participating in the same
annual incentive plan.
However, there are some
differences in the structure of
the remuneration policy for the
Executive Directors compared
with other Senior Managers,
which the Committee believes are
necessary to reflect the different
levels of responsibility. The two
main differences are the increased
emphasis on variable pay for
Executive Directors and a greater
focus on long term alignment
(through additional holding
periods for the long term incentive
awards and minimum shareholding
guidelines). Within the wider
Group, all employees receive
salary, benefits and pension and
are eligible to receive an annual
bonus. Periodic reviews against
market data are undertaken to
ensure an appropriate cascade
of remuneration throughout
the Group.
Shareholder views
The Committee values the views of
the Company’s shareholders and
takes into account guidance from
shareholder representative bodies.
Updates on market guidance and
investor policies is provided on
a regular basis by the Company
Secretary.
As part of the Remuneration policy
review, the Committee engaged
with the largest shareholders
and the proxy advisory bodies
to understand their views on the
proposed policy. Further details
of this engagement are set out in
the Annual Statement in the 2023
Directors’ Remuneration Report.
Shareholder feedback received in
relation to the AGM, as well as any
additional feedback received during
the year, is considered as part of the
Company’s annual review.
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Annual report on remuneration
This part of the report has been
prepared in accordance with Part
4 of The Large and Medium sized
Companies and Groups (Accounts
and Reports) (Amendment)
Regulations 2013 (as amended in
2018 and 2019) which amended
The Large and Medium sized
Companies and Groups (Accounts
and Reports) Regulations 2008,
and 6.6R of the UK Listing Rules.
The Directors’ Remuneration
Report, excluding the
Remuneration policy section, will
be put to an advisory shareholder
vote at our 2025 AGM.
Committee membership and
attendance
During the year, the
Committee comprised:
• Mary McNamara (Chair)
• Adele Cooper
• Keith Mansfield
• Swarupa Pathakji
The Chair and CEO attend
meetings by invitation but
are not members of the
Committee.
The Committee met four
times during the year and
attendance is set out in the
table on page 76.
Advice to the Committee
The Committee receives
information and takes advice from
inside and outside the Group.
Internal support is provided by
the Company Secretary. The
CEO and any other Director or
employee may be invited to attend
Committee meetings by the Chair
where relevant. No individual is
present when matters relating to
his or her own remuneration
are discussed.
Following a formal review by the
Committee during 2020, Korn
Ferry was appointed as advisor
to the Committee. Korn Ferry is
a signatory to the Remuneration
Consultants’ Code of Conduct and
has confirmed to the Committee
that it adheres in all respects to
the terms of the Code. Fees paid
to Korn Ferry during the year were
£15,985 (ex VAT), which reflected
the applicable hourly rates agreed
with Korn Ferry. The Committee
is satisfied, following a discussion
involving all the members of
the Committee, that the advice
it received is objective and
independent. Korn Ferry did not
provide any other services to the
Company during the year.
Remuneration in FY25
Directors’ single figure of remuneration (audited)
The table below shows the aggregate emoluments earned by the Directors of the Company during FY25 and also
sets out the comparative information for FY24.
Director Period
Salary/
fees
(£’000)
Benefits
1
(£’000)
Pension
(£’000) Other
2
Total fixed
remuneration
(£’000)
RSA
3
(£’000)
Bonus
(£’000)
Total variable
remuneration
(£’000)
Total
(£’000)
Mark Carpenter FY25 371 3 11 0 385 278 209 487 872
FY24 371 2 11 0 384 215 37 252 636
Chris Morgan FY25 271 3 8 0 282 209 152 361 643
FY24 271 2 8 0 281 157 27 184 465
John Walden FY25 206 0 0 0 206 0 0 0 206
FY24 206 0 0 0 206 0 0 0 206
Mary McNamara FY25 59 0 0 0 59 0 0 0 59
FY24 59 0 0 0 59 0 0 0 59
Adele Cooper FY25 50 0 0 0 50 0 0 0 50
FY24 50 0 0 0 50 0 0 0 50
Keith Mansfield FY25 54 0 0 0 54 0 0 0 54
FY24 54 0 0 0 54 0 0 0 54
Swarupa Pathakji
4
FY25 23 0 0 0 23 0 0 0 23
FY24 – – – – – – – – –
1. Relates to provision of family private medical insurance.
2. This also includes the value of the discount offered in relation to the SAYE options granted during the year, which was worth £400.
3. The face value on grant of the RSA awards granted on 27 June 2023 (FY24) and 26 June 2024 (FY25) is shown in the table above as
there are no performance conditions other than underpins tested on vesting.
4. Swarupa Pathakji joined the Board on 1 October 2024.
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Annual report on remuneration continued
Details of variable pay earned in the year (audited)
Annual bonus
Executive Directors were eligible for a maximum annual bonus payment of 100% of salary, subject to PBT, market share growth, sales attributed to digital leads, cars acquired from consumers,
customer and employment engagement measures, along with an environmental measure.
The table below sets out the performance conditions and targets that were set in relation to FY25 and the performance achieved.
Weighting Performance required
Performance
achieved Payout of element
Performance measure
Threshold (30% of
maximum payout)
Target (60% of
maximum payout)
Stretch (100% of
maximum payout) (% of maximum)
PBT 25% £4.0m £5.0m £6.0m £4.1m 8.3%
Growth in share of market we operate in 25% +ve +0.2% +0.5% +0.26% 17%
Customer – NPS 10% 82 83 84 80 0%
DIGITAL MEASURES:
Sales attributed to digital leads 10% 22,000 23,100 24,200 27,000 10%
Cars acquired from consumers (SYC/PX) 15% 14,250 15,105 15,960 14,470 6.03%
ESG MEASURES:
Employee engagement
1
10% 85.0%/1 star 87.5%/2 star 90.0%/3 star 3 star 10%
LFL Scope 1 and 2 emissions, and business travel reduction (Kg CO
2
per sq ft) 5% -2.5% -3.75% -5% -4.9% 4.84%
Total Bonus for the CEO and CFO (percentage of maximum overall) 56.17%
1. Employee star rating in the survey carried out by WorkL.
The bonus payout for FY25 is 56.17% of maximum, and equates to a bonus for the CEO of £208,563 and for the CFO of £151,956.
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Annual report on remuneration continued
The below table sets out details of the Executive Directors’ outstanding awards under the RSA and the SAYE.
Name Year of grant Scheme At 31 March 2024
Awards granted
during the period At 31 March 2025 Vesting date Exercise price
Mark Carpenter FY21 2021 RSA 75,753 – 75,753 24 Aug 2023
1
–
FY22 2022 RSA 95,558 – 95,558 16 Jun 2024
1
–
FY23 2023 RSA 128,627 – 128,627 23 Jun 2025
1
–
FY24 2024 RSA 214,220 – 214,220 27 Jun 2026
1
–
FY25 2025 RSA – 193,931 193,931 26 Jun 2027
1
FY20 2020 SAYE 1,565 – 1,565 1 Feb 2023 230.00p
FY21 2021 SAYE 1,298 – 1,298 1 Feb 2024 277.20p
FY22 2022 SAYE 1,304 – 1,304 1 Feb 2025 276.00p
FY23 2023 SAYE 2,589 – 2,589 1 Feb 2026 139.00p
FY24 2024 SAYE 5,376 – 5,376 1 Feb 2027 69.00p
FY25 2025 SAYE – 4,700 4,700 1 Feb 2028 117.75p
Chris Morgan FY22 2022 RSA 69,621 – 69,621 16 Jun 2024
1
–
FY23 2023 RSA 93,482 – 93,482 23 Jun 2025
1
–
FY24 2024 RSA 156,074 – 156,074 27 Jun 2026
1
–
FY25 2025 RSA – 145,532 145,532 26 Jun 2027
1
–
FY22 2022 SAYE 1,304 – 1,304 1 Feb 2025 276.00p
FY23 2023 SAYE 2,589 – 2,589 1 Feb 2026 139.00p
FY24 2024 SAYE 5,376 – 5,376 1 Feb 2027 69.00p
FY25 2025 SAYE – 4,700 4,700 1 Feb 2028 117.75p
1. The first tranche of the RSA shares vest on their third anniversary of grant, at 50% of the award and then 25% vests on the fourth and fifth anniversaries of grant.
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Annual report on remuneration continued
Restricted Share Awards (RSAs)
The Restricted Share Awards level for the Executive Directors is normally 75% of salary each year. In order for Restricted Shares to vest, the Committee must be satisfied that, over the three
financial years beginning with the year of grant, the business performance is robust and sustainable, and that management has strengthened the business. In assessing this performance
condition, the Committee will consider financial and non financial KPIs of the business as well as delivery against strategic priorities. To the extent it is not satisfied that this performance condition
has been met, the Committee may scale back the level of vested awards, including to zero. From the FY23 award, the Committee also considers strategic progress in relation to ESG.
RSA 2023
RSAs in the form of nil cost options (Options) granted under the rules of the PSP were based on the average of the closing middle market quotations of the share price during the five dealing
days before grant, being 210.2 pence.
Date of grant
Grant level
as % of salary Shares awarded Share price Face value of award
Estimated
value on vesting
1
Measurement period
for performance underpin Vesting schedule
2
Mark Carpenter 22 June 2022 75% 128,627 210.2p £270,375 £160,655
1 April 2022
to 31 March 2025
50% on 22 June 2025
25% on 22 June 2026
25% on 22 June 2027
Chris Morgan 22 June 2022 75% 93,482 210.2p £196,500 £116,759
1. Based on the three month average share price to 31 March 2025 of 124.9p.
2. Vested shares must be held until five years from grant.
Assessment of performance underpin
The Committee carefully considered the achievement of the performance underpin (as
described in the policy section of this report) over the three financial years to 31 March 2025
and noted the following:
• Significant progress in a very challenging market, which resulted in a return to profitability
in FY25 and outperforming the used car market. This was despite external headwinds
including stock shortages, the cost of living crisis, and increasing inflation and interest rates
• Significant efforts to manage the cost base and maintain profit margins. The business has
been restructured and rightsized in response to the market conditions
• Increased use of technology to improve efficiency and the digital customer journey
• Continued to increase the number of stores across the UK from 17 to 21, including the
opening of the Norwich store in December 2024
• The focus on digital marketing has resulted in increased digital activity and footfall in the
stores, with a significant rise from digital leads
• Customer satisfaction at consistently high, industry leading levels, and excellent
Trustpilot scores
• Strong progress on our ESG objectives, with notable reductions in emissions over the
three year period, and the Company also being awarded the Financial Times accolade of
being a European leader in climate change
• Named as one of the Top 115 best big companies to work for by Sunday Times in FY25
On this basis, the Committee concluded that the performance underpin had been achieved
and that there was no need to scale back the number of vested awards. The Committee also
considered the overall value of awards on vesting and specifically the fall in share price over the
period, and concluded that there was an appropriate link between reward and performance,
and alignment of interest between management and shareholders over the period.
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RSA 2025
RSAs in the form of nil cost options (‘Options’) granted under the rules of the PSP were based on the average of the closing middle market quotations of the share price during the five dealing
days before grant, being 143.60 pence.
Date of grant
Grant level
as % of salary Shares awarded Share price Face value of award
Measurement period
for performance underpin
Mark Carpenter 26 June 2024 75% 193,931 143.6p £278,485 1 April 2024 to 31 March 2027
Chris Morgan 26 June 2024 75% 145,532 143.6p £208,984 1 April 2024 to 31 March 2027
Save As You Earn (SAYE) (audited)
In December of each year since 2016, Motorpoint has launched a SAYE scheme for all permanent employees. For the FY25 scheme, eligible employees are invited to subscribe for options
over the Company’s shares at an exercise price representing a 10% discount to the average closing mid market price of the shares over the three day period ending the dealing day before the
invitation date. The maximum subscription offered is £500 per month over the 36 month saving period.
Date of grant SAYE options awarded Exercise price Face value of award
1
Date on which exercisable
Mark Carpenter 01 February 2025 4,700 117.75p £6,149 Between 1 February 2028 and 31 July 2028
Chris Morgan 01 February 2025 4,700 117.75p £6,149 Between 1 February 2028 and 31 July 2028
1. Face value of award based on number of SAYE options granted and a share price of 130.83p being the average closing mid market price of the shares over the three day period ending the dealing day before the
invitationdate.
Payments to past Directors and payments for loss of office (audited)
There have been no payments to past Directors and no payments for loss of office during the year.
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Annual report on remuneration continued
Table of Directors’ share interests (audited)
The share interests of each Director as at 31 March 2025 (together with interests held by his or her connected persons) are set out in the table below.
Executive Directors are required by the policy to hold shares to the value of 200% of salary and must retain 50% of any outstanding Restricted Shares vesting (net of any taxes due) until this
guideline is met. Additionally, the Non Executive Directors are encouraged to hold shares to the value of 100% of their annual fee. Shareholdings are set out as a percentage of salary or fees
in the table below.
At 31 March 2025
Name
Beneficially
owned shares
1
RSAs
2
Vested Unexercised
SAYE options Total
Percentage of
salary/fees
3
Executive Directors
Mark Carpenter 8,531,693 708,089 16,832 9,256,614 2,872%
Chris Morgan 32,077 464,709 13,969 510,755 15%
Non Executive Directors
John Walden 137,000 – – 137,000 83%
Mary McNamara 74,600 – – 74,600 157%
Adele Cooper 13,327 – – 13,327 33%
Keith Mansfield 36,876 – – 36,876 85%
Swarupa Pathakji – – – – 0%
1. Some of these shares may be held through nominees.
2. This includes unvested shares and vested shares that have not been exercised.
3. Calculated as the value of all fully owned shares held at 31 March 2025 (i.e. excludes Unvested and Unexercised Restricted Share awards and Vested Unexercised SAYE options), valued using the three month average share
price over the period to 31 March 2025 (124.9p), divided by base salary as effective 31 March 2025.
During the period from 31 March 2025 to the publication of this report, Swarupa Pathakji purchased 7,008 ordinary shares in the Company. There have been no further changes to the
Directors’ share interests set out above.
None of the Directors hold any loans against their shares or otherwise use their shares as collateral.
External directorships
None of the Executive Directors currently hold non executive directorships at any other listed companies.
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Annual report on remuneration continued
Total Shareholder Return and Chief Executive Officer earnings history
The chart in this section shows the Company’s Total Shareholder Return performance
compared with that of the FTSE SmallCap Index over the period from the date of the
Company’s admission onto the London Stock Exchange, to 31 March 2025.
The FTSE SmallCap Index has been chosen as an appropriate comparator as it is the index of
which the Company is a constituent.
0
20
40
60
80
100
120
140
160
180
200
Value of £100 Invested at IPO (£)
12 May
2016
31 March
2017
31 March
2018
Motorpoint
31 March
2019
31 March
2020
31 March
2021
31 March
2022
31 March
2023
31 March
2024
31 March
2025
FTSE SmallCap
£100 Invested TSR
The total remuneration figure for the CEO since 9 May 2016 is shown in the table below,
along with the value of bonuses paid, and LTIP vesting, as a percentage of the maximum
opportunity. Mark Carpenter has been CEO for the entire period.
FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25
Total
remuneration
(£’000) 262 443 287 410 466 978 808 636 872
Annual
bonus (% of
maximum) 0% 61% 0% 39% 0% 94% 38.8% 10% 56.2%
LTIP vesting (%
of maximum) N/A
1
N/A
1
0% 0% 0% 0% 100%
2
100%
2
100%
2
1. No long term incentive awards were eligible to vest over the relevant period.
2. Restricted shares subject to a performance underpin.
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Change in remuneration of Directors and employees
The table below compares the difference in remuneration payable to the Directors over the period FY20 to FY25 to the average employee of the Company. For the purpose of this disclosure,
these figures have been compiled comparing the average of all employees in the corresponding periods separately and are based on annualised figures for each year.
Mark Carpenter (CEO) Chris Morgan (CFO)
1
John Walden
2
Adele Cooper
3
Keith Mansfield Mary McNamara Swarupa Pathakji
4
Average employee
in the Group
FY24
vs FY25
Base salary/fees % change 0% 0% 0% 0% 0% 0% N/A 5.2%
Benefits % change 0% 0% 0% 0% 0% 0% N/A 0%
Annual bonus % change
5
100% 100% 0% 0% 0% 0% N/A 32.9%
FY23
vs FY24
Base salary/fees % change 3.0% 3.0% 3.0% 3.0% 3.0% 3.0% N/A 6.6%
Benefits % change (65.8)% 0% 0% 0% 0% 0% N/A 0%
Annual bonus % change
5
(73.6)% (73.6)% 0% 0% 0% 0% N/A (40.4)%
FY22
vs FY23
Base salary/fees % change 3.0% 3.0% N/A 22.5% 10.6% 9.4% N/A 10.6%
Benefits % change 0% 0% N/A 0% 0% 0% N/A 0%
Annual bonus % change
5
(57.0)% (57.0)% N/A 0% 0% 0% N/A 11.6%
FY21
vs FY22
Base salary/fees % change 51.5% N/A N/A 5.3% 17.5% 8.2% N/A 8.5%
Benefits % change 0% N/A N/A 0% 0% 0% N/A 14.6%
Annual bonus % change
5
100.0% N/A N/A 0% 0% 0% N/A 41.4%
FY20
vs FY21
Base salary/fees % change (15.7)% N/A N/A N/A N/A (7.5)% N/A 4.5%
Benefits % change 0% N/A N/A N/A N/A 0% N/A 3.0%
Annual bonus % change
5
(100.0)% N/A N/A N/A N/A 0% N/A (4.5)%
1. Chris Morgan joined the Board in January 2021.
2. John Walden joined the Board in January 2022.
3. Adele Cooper’s increase also reflects taking on the additional role of Chair of the ESG Committee in FY23.
4. Swarupa Pathakji joined the Board in October 2024.
5. Includes performance related commission for employees; Executive Directors elected not to take an annual bonus in 2021.
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CEO to employee pay ratio
The table below discloses the ratio between the CEO’s remuneration and Motorpoint’s
wider workforce.
FY Method
25th
percentile
pay ratio
Median
pay ratio
75th
percentile
pay ratio
2025 Option A 35.4:1 30.5:1 20.6:1
2024 Option A 20.2:1 14.1:1 10.2:1
2023 Option A 29.5:1 25.8:1 15.1:1
2022 Option A 31.3:1 28.3:1 16.4:1
2021 Option A 17.6:1 15.8:1 10.7:1
2020 Option A 20.5:1 18.0:1 10.25:1
Disclosure of employee data used to calculate the ratio for FY25:
25th percentile Median 75th percentile
Total pay and benefits of employees £26,302 £31,170 £44,541
Basic salary of employees £24,415 £27,846 £39,952
The table above sets out the CEO pay ratio for each financial year from FY20. The CEO pay is
compared to the pay of our UK employees at the 25th, 50th and 75th percentile, calculated
by reference to 31March 2025.
In line with last year’s calculation, the ratios have been calculated in accordance with Option
A, as this is considered to be the most accurate method of calculation.
CEO pay has been calculated using the total single figure. The total pay for the employees
comprises full time equivalent salary, benefits, pension and annual bonus payments relating
to FY25 performance. Remuneration for part time employees has been calculated on a full
time basis based on the full time number of hours for the role.
At 30.5:1, the median CEO pay ratio has increased for FY25, this is primarily due to increased
bonus and Restricted Share Awards year on year, following improved business performance
year on year. The median pay ratio trend over recent years continues to align with the overall
business performance of the Company.
The Committee is satisfied the ratios are representative of Motorpoint’s pay and reward
policies, taking into account that the reward policies and practices across the Group are
considered by the Committee in the design and implementation of the remuneration policy
each year for the Executive Directors.
Relative importance of spend on pay
The following table sets out the percentage change in employee costs and dividends paid in
FY25 compared to the prior year.
FY24 (£m) FY25 (£m) Percentage change
Total employee remuneration 33.1 39.4 19.0%
Dividends paid 0 0 0%
Statement of shareholder voting (2023 and 2024 AGM voting)
The following table shows the voting results at the Company’s 2023 and 2024 AGMs in
respect of the resolution on the Remuneration Report for FY24 and the resolution to approve
the current Directors’ Remuneration Policy that was put forward in 2023.
Votes cast % votes for % votes against Votes withheld
Directors’ Remuneration Report
FY24 (2024 AGM) 97.83 2.17 5,000
Directors’ Remuneration Policy
FY23 (2023 AGM) 97.73 2.27 0
Implementation of the policy in FY26
Base salaries
As explained earlier in the report, the CEO and CFO’s salaries have been increased
recognising that their salaries considerably lagged the market and were not reflective of the
Executive Directors’ performance and roles, and the Group’s return to profitability. For the
CEO, this increase reflects stage one of a two stage salary increase. This compares to an
average increase for the workforce for FY26 of 2%.
1 April 2024 1 April 2025 Percentage change
Mark Carpenter £371,315 £400,000 7.7%
Chris Morgan £270,529 £300,000 10.9%
Benefits and pension
No changes are proposed to the provision benefits. Executive Directors will continue to
receive family private medical insurance, and a company car. Pension contributions (or cash
in lieu of pension) will be 3% of salary for the CEO and CFO.
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Annual bonus
The annual bonus opportunity will remain at 100% of salary and is based on performance
measures aligned to the business strategy. The Committee has reviewed the measures and
weightings in light of the strategic priorities for FY26. The measures are as follows: PBT
(33.3%), market share growth (23.3%), cars acquired from consumers (23.3%), employee
engagement (13.3%) and an environmental metric based on the reduction of Scope 1 and 2
emissions (6.7%).
PBT measures the delivery of sustainable profitable growth whilst growth in market share
and cars acquired from consumers directly link to the strategy pillar to increase customer
acquisition and retention. Our employees are a key stakeholder group that will drive
performance and deliver our strategy. The environmental metric reflects Motorpoint’s
commitment to ESG and the specific focus on reducing our greenhouse gas emissions.
The Committee considers the forward looking targets to be commercially sensitive as they
relate to the current financial year, but full disclosure of targets and performance against
them will be provided in next year’s Annual Report.
Long term incentives
We will review the grant level at the time the award is made but based on the share price at
the time of writing we anticipate making the award at the normal policy level of 75% of salary.
In order for Restricted Shares to vest, the Committee must be satisfied that business
performance is robust and sustainable and that management has strengthened the business.
In assessing this performance condition, the Committee will consider financial and non
financial KPIs, including ESG performance, as well as delivery against strategic priorities.
To the extent it is not satisfied that this performance condition is met, the Committee may
scale back the level of vested awards, including to zero. This performance assessment will
take place at the end of the third year.
The shares will vest 50%, 25% and 25% at years three, four and five, respectively, subject to
the achievement of the underpin. All vested awards would need to be held (other than sales
to pay any tax) for a total of five years from grant.
Chair and Non Executive Directors’ fees
The fee payable to the Chair for FY26 will remain the same as in FY25. The fees payable for
NEDs will rise from £46,350 to £48,350 for FY26. Fees for additional responsibilities will
remain the same for FY26.
Non Executive Chair £206,000
Other NEDs £48,350
Additional responsibility fees:
Chair of the Remuneration Committee £7,725
Chair of the Audit Committee £7,725
Chair of the ESG Committee £3,865
Senior Independent Director £5,150
Approval
This report was approved by the Board on 12 June 2025 and is signed on its behalf by:
Mary McNamara
Remuneration Committee Chair
12 June 2025
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Directors’ report
The Directors present their report, together with the audited Financial statements of the Group and the Company, for the year ended 31 March 2025.
The Directors’ report comprises the Board biographies (pages 70 and 71), the Corporate Governance report (pages 70 to 109), the Directors’ report (pages 110 to 115) and the Shareholder
information section (page 167).
The following information is provided in other appropriate sections of the Annual Report and is incorporated by the following references:
Information Reported in Page numbers
Likely future developments and performance of the Company Strategic report 7
Employee engagement Strategic report 21
SECR Strategic report 26 to 28
Stakeholder engagement Strategic report 20 to 23
Corporate Governance statement Corporate Governance report 72 to 76
Directors Board leadership and purpose 74
Remuneration report – Directors’ beneficial interests
and shareholding requirements
105
Viability statement Strategic report 56 and 57
Details of Long Term Incentive Plan Remuneration report 103 and 104
Accounting policies Financial statements 131 to 139
Financial instruments Financial statements 151 to 154
Financial risk management Financial statements 151 to 154
Composition/operation of Board and committees Corporate Governance report 74
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Directors’ report continued
Articles of Association
Any amendments to the Company’s Articles of Association may only be made by passing a
special resolution at a general meeting of the shareholders of the Company.
Directors
The names of Directors who served during FY25, are listed on pages 70 and 71, together with
details of each Director’s skills, experience and current external appointments.
Directors’ indemnities and insurance
The Company’s Articles of Association provide for the Directors and officers to be
appropriately indemnified subject to the provisions of the Companies Act 2006. The
Company also holds Directors’ and officers’ liability insurance cover in place for the year and
up to the date of signing this report.
Independent auditors
PricewaterhouseCoopers LLP acted as auditors throughout the year. In accordance with
Section 489 and Section 492 of the Companies Act 2006, resolutions proposing the
reappointment of PricewaterhouseCoopers LLP as the Company’s auditors and authorising
the Directors to determine the auditor’s remuneration will be put to the 2025 AGM.
Donations and political expenditures
No political donations were made by the Company during the year and no contributions were
made by the Company during the year to any non UK political party.
Employees with disabilities
Motorpoint is an equal opportunities employer and our culture is one that promotes
excellence and celebrates success. We are committed to eliminating discrimination and
encouraging diversity. We take pride in having a workplace which celebrates diversity. Our
aim is that our people will be truly representative of all sections of society and reflect the
diverse customer base that we enjoy.
It is important that each person feels respected and is able to perform to the best of
their ability – we do not tolerate any form of discrimination and actively promote equal
opportunities. Motorpoint proudly employs a number of people with a registered disability
and gives full and fair consideration to new applications for employment made by disabled
persons; this also includes internal promotions throughout the business. Our training
and development interventions are available to all employees and we ensure reasonable
adjustments are made for new and existing team members, should they be required, to
accommodate their needs and deliver a safe and welcoming work environment.
This support applies throughout an employee’s career with us and should an individual find
their circumstances change and they become disabled during their employment we would
ensure total support and inclusion.
Research and development
The Company does not engage in research and development.
Existence of brands outside the UK
The Company has no stores outside the UK.
Workforce engagement
The Board recognises its various legal, fiduciary, statutory and governance obligations
and duties in relation to stakeholder engagement, including those in respect of its own
workforce. Mary McNamara, the Chair of Motorpoint’s Remuneration Committee, is
the designated Non Executive Director with responsibility to engage with (and oversee
engagement with) employees and involve relevant views and experiences in Board
discussion and decision making (the Designated NED for Workforce Engagement). Mary
has been appointed as the Board’s NED due to her wealth of knowledge, strong judgement
and strategic vision to advocate sound corporate governance for the Group. Mary’s prior
experience aligns with the Group’s strategic objectives, and she is a valued member of the
Board. As the designated NED for Workforce Engagement, Mary oversees engagement with
employees and ensures they are effective in discerning relevant views and understanding
their experiences.
Engagement with other stakeholders
In the discharge of their various legal, statutory and governance obligations and duties, the
Directors have endeavoured to act to promote the success of the Group for the benefit of its
members as a whole, and in doing so have regard for the interests of its various stakeholders.
Details of the various stakeholder groups and their associated engagement strategies are
provided on pages 20 to 23 of this report. The Board ensures, in its discussion of relevant
matters, that stakeholder interests are considered in related discussions and decision making
processes and inform policies and procedures.
Substantial shareholdings
Information provided to the Company by substantial shareholders pursuant to the DTR is
published via a Regulatory Information Service. As at 31 March 2025, the Company has been
notified of the interests as set out below in its issued share capital. All such share capital has
the right to vote at general meetings.
Shareholder as at 31 March 2025 No. of ordinary shares % of issued shares
Saray Value Fund 19,140,150 22.10
Mark Carpenter 8,531,693 9.85
Forager Capital Management 8,128,643 9.01
LVO Global Asset Management SA 4,771,560 5.29
Punch Card Capital LP 2,910,815 3.23
Forager Funds Management Pty 2,708,318 3.00
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Directors’ report continued
Following the year end, and prior to 6 June 2025, being the last practicable date before
publication of this report, the Company was notified on 2 June 2025 by Mudita Advisors that
it had a holding through a total return swap of 5.03%. In addition, Morgan Stanley notified on
3 June 2025 that it had a holding of 5.03%.
The shareholdings of Motorpoint Group Plc Directors are listed within the Directors’
Remuneration Report.
The Company does not have a controlling shareholder, and therefore is compliant with the
requirements set out in UKLR 6.2.3R.
Powers of the Directors
The powers of the Directors are set out in the Companies Act 2006 and the Company’s
Articles of Association.
The Directors were granted authority to issue and allot shares at the 2024 AGM. Shareholders
will be asked to renew these authorities in line with the latest institutional shareholder
guidelines at the 2025 AGM.
Appointment and replacement of Directors
With regard to the appointment and replacement of Directors, the Company is governed by
the Articles of Association, the 2024 Code, the Companies Act 2006 and related legislation.
Directors can be appointed by the Company by ordinary resolution at a general meeting,
or by the Board. If a Director is appointed by the Board, such Director will hold office until
the next AGM and shall then be eligible subject to Board recommendation, for election at
thatmeeting.
In accordance with Provision 18 of the 2024 Code, each of the Directors, being eligible, will
offer themselves for election or re-election at this year’s AGM (subject to any retirements).
The Company can remove a Director from office, either by passing a special resolution or
bynotice being given by all the other Directors.
Dividends
The Board has recommended a final dividend of 1 pence per share, with an associated cash
cost of £0.9m (FY24: £Nil). No dividend was paid in the period (FY24: £Nil).
Share capital
As at 31 March 2025, the Company’s issued share capital comprised 86,619,822 ordinary
shares with a nominal value of £0.01 each.
Ordinary shares
The holders of ordinary shares are entitled to one vote per share at meetings of the
Company. All ordinary shares, other than those held from time to time in Treasury, are freely
transferable and rank pari passu for voting and dividend rights. The Company is not aware of
any agreements between holders of shares that result in any restrictions.
Employee Benefit Trust
As at 31 March 2025, the Motorpoint Employee Benefit Trust held 4,284,253 ordinary shares
(FY24: 1,618,010).
Further information about share capital can be found in note 32 of the Financial statements.
Change of control provisions
The Directors are not aware of there being any significant agreements that contain any
material change of control provisions to which the Company is a party.
Under the terms of the facility, and in the event of a change of control of the Company, the
bank can withdraw funding and all outstanding loans, accrued interest and other amounts
due and owing become payable within 30 days of the change. No person holds securities
carrying special rights regarding control of the Company.
Purchase of own shares
At the Company’s AGM on 24 July 2024, shareholders approved an authority for the Company
to make market purchases of its own shares up to a maximum of 8,880,583 shares (being
approximately 10% of the issued share capital at that time) at prices not less than the nominal
value of each share (being £0.01 each). On 26 January 2024, the Company announced
its intention to repurchase up to 5m ordinary shares of £0.01 each. This concluded in
September 2024, with c.3.6m shares successfully repurchased, representing 4% of the
Company’s share capital, at a total cost of £5m. On 3 April 2025, the Company announced its
intention to repurchase up to 3m shares of £0.01p each. The Company intends to renew this
authority at its 2025 AGM.
Allotment of shares
At the Company’s AGM on 24 July 2024, shareholders approved an authority for the Company
to allot ordinary shares up to a maximum nominal amount of £296,019 (being approximately
one third of the Company’s issued share capital at that time) increasing to £592,038 (being
approximately two thirds of the Company’s issued share capital at that time) in the case of a
rights issue. The Company intends to renew this authority at its 2025 AGM.
Acquisitions of other companies’ shares
The Company did not purchase or acquire the shares of another company in the year ended
31 March 2025; nor did any nominee of the Company or another company do so with the
Company’s financial assistance; nor did the Company take a lien or other charge on shares of
another company.
Subsequent events
There are no reportable events post 31 March 2025 and prior to publication of this report.
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Directors’ report continued
Disclosure table pursuant to Listing Rule UKLR 6.6.1R
In accordance with UKLR 6.6.1R, the table below sets out the location of the information required to be disclosed, where applicable.
Listing Rule Information to be included Disclosure
6.6.1(1) Interest capitalised by the Group None
6.6.1(2) Unaudited financial information None
6.6.1(3) Long term incentive scheme information involving Board Directors Details can be found on pages 103 and 104 of the Directors’ Remuneration Report
6.6.1(4) Waiver of emoluments by a Director None
6.6.1(5) Waiver of future emoluments by a Director None
6.6.1(6) Non pre-emptive issues of equity for cash None
6.6.1(7) Non pre-emptive issues of equity for cash in relation to major subsidiary undertakings None
6.6.1(8) Listed company is a subsidiary of another company Not applicable
6.6.1(9) Contracts of significance involving a Director or a controlling shareholder None
6.6.1(10) Contracts for the provision of services by a controlling shareholder None
6.6.1(11) Shareholder waiver of dividends The trustees of the Motorpoint Group Plc Employee Share Trust have a dividend waiver
in place in respect of ordinary shares which are its beneficial property
6.6.1(12) Shareholder waiver of future dividends The trustees of the Motorpoint Group Plc Employee Share Trust have a dividend waiver
in place in respect of ordinary shares which are its beneficial property
6.6.1(13) Agreement with controlling shareholder None
Going concern
In accordance with the UK Corporate Governance Code 2024, the Board has assessed the
prospects of the Group over a period in excess of 12 months from the date of signing the
Group financial statements as required by the ‘Going Concern’ provision, by selecting the
period to the end of December 2026.
The Group has managed its net debt comfortably, with the revolving credit facility (RCF)
undrawn at the year end. Total headroom, including undrawn stocking and banking facilities,
and available cash, was £69.2m at the year end. During the year the Company renegotiated
the terms of one of its stocking facilities, increasing its available headroom from £75.0m to
£90.0m and thus total headroom from £150.0m to £165.0m.
In making their assessment the Directors considered the Group’s current balance sheet
and operational cash flows, the availability of facilities, and stress testing of the key trading
assumptions within the Group’s plan. A range of scenarios have been assessed by the
Directors, including various possible downside scenarios against the base case. The Directors
opted to model a specific scenario designed to create the conditions required to breach
covenants within the going concern period as well as a severe but plausible downside to the
base case.
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Directors’ report continued
Scenario Outcome
Base case
Based upon the Group’s most recent approved forecasts.
The base model assumes continued growth in unit volumes based on current run rates of
year on year unit volume growth uplifted to account for the opening of new stores, and a
prudent estimate based on growth in the used car market.
The Group is not in breach of any financial covenants and is able to operate within the finance
facility arrangements. The Group is able to meet all forecast obligations as they fall due.
Severe but plausible downside
Top down stress testing was applied to the base case model, taking into account a severe
but plausible downside to business performance, relative to possible economic pressure
and stagnation in the growth of the used car market.
This included volume and margin pressure, reducing volume by 24% and an overall gross
profit reduction compared to the base case of 36%.
The Group is not in breach of any financial covenants and is able to operate within the finance
facility arrangements. The Group is able to meet all forecast obligations as they fall due.
Reverse stress test
A scenario created to model the circumstances required to breach the Group’s banking
covenants at the end of the viability period.
The Board considered the potential impacts in preparing the stress test. The below scenario
was analysed:
Reducing unit volumes by 43% from the base case and decreasing gross profit overall by
60% through additional margin pressure.
This scenario is designed to result in a covenant breach at the end of the assessed
viability period.
Management believes that the combination of severe downsides to be remote, and that
there are numerous mitigating factors over and above those built into the reverse stress test
modelling which the Board would consider to avoid a covenant breach.
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Directors’ report continued
The Directors have also made use of the post year end trading performance to confirm that
performance is in line with expectation. Whilst only a short period has passed since the year
end, this evidence suggests that this is the case.
Based on this assessment, the Board confirms that it has a reasonable expectation that the
Group will be able to continue in operation and meet its liabilities as they fall due over the
period to 31 December 2026.
The Board has determined that the period to December 2026 constitutes an appropriate
period over which to provide its going concern assessment. This is the period detailed
in our base case model which we approve each year as part of the strategic review. Whilst
the Board has no reason to believe the Group will not be viable over a longer period,
given the inherent uncertainty involved we believe this presents users of the Annual Report
and Accounts with a reasonable degree of confidence while still providing a medium
term perspective.
The Annual Report was approved by the Board on 12 June 2025.
Signed on behalf of the Board.
Chris Morgan
Chief Financial Officer
12 June 2025
The selection of the assumptions or the sensitised case is inherently subjective, and whilst
the Board considered these assumptions to reflect a downside scenario, the future impact
of economic downturn, interest rate rises or inflating overhead costs is impossible to predict
with absolute accuracy.
Whilst the same applies to the reverse stress test, we note that this scenario is specifically
designed to demonstrate the point at which the covenants breach during the going concern
period. The reverse stress test reflects, in the Board’s opinion, a remote circumstance and
numerous mitigating factors could be implemented to avoid a covenant breach in this
scenario.
Scenario modelling has been considered throughout the year and at year end by
management to formulate response options against moderate or severe downturns in sales
volumes, potential margin pressures and possible cost challenges.
The Group’s available headroom stands at £14.0m (FY24: £14.0m) through its revolving credit
facility ‘RCF’ agreement. The Group also has an uncommitted overdraft facility of £6.0m
which remains in place and was undrawn at the year end. Both are until June 2027 with the
option to extend for a further one year if both parties are agreed. With respect to the Group’s
stocking facilities, these have increased from £150.0m to £165.0m during the year which the
Board deem appropriate given current market conditions.
In the eventuality of a period of prolonged economic downturn resulting in material
reductions in sales volume or prices, as well as rising overhead costs, it is possible that
the Group would need to negotiate changes to its current banking covenants, but such
an extreme downturn is not currently considered plausible.
The Group continues to consider and monitor further potential mitigation actions it could
take to strengthen its cash position and reduce operating costs in the event of a more
severe downside scenario. Such cost reduction and cash preservation actions would
include but are not limited to: reducing spend on specific variable cost lines including
marketing and store trading expenses; team costs, most notably sales commissions;
pausing new stock commitments; and reviewing expansionary capital spend, dividend
and share buyback activity.
The Group has continued to demonstrate a flexible approach to trading, both in times of
economic uncertainty and where opportunities exist. The current economic uncertainty
may have downstream effects on the UK nearly new and used car market, but these remain
uncertain. The Group has considered both restriction and ease of supply in its viability
assessment as well as a range of other macroeconomic factors.
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Statement of Directors’ responsibilities
Directors’ confirmations
The Directors consider that the Annual Report and Accounts, taken as a whole, is fair,
balanced and understandable and provides the information necessary for shareholders to
assess the Group’s and Company’s position and performance, business model and strategy.
Each of the Directors, whose names and functions are listed in the Board of Directors section
of the Governance report on pages 70 and 71 confirm that, to the best of their knowledge:
• the Group Financial statements, which have been prepared in accordance with UK
adopted international accounting standards, give a true and fair view of the assets,
liabilities, financial position and profit of the Group;
• the Company Financial statements, which have been prepared in accordance with United
Kingdom Accounting Standards, comprising FRS 102, give a true and fair view of the
assets, liabilities and financial position of the Company; and
• the Strategic report includes a fair review of the development and performance of the
business and the position of the Group and Company, together with a description of the
principal risks and uncertainties that it faces.
In the case of each Director in office at the date the Directors’ report is approved:
• so far as the Director is aware, there is no relevant audit information of which the Group’s
and Company’s auditors are unaware; and
• they have taken all the steps that they ought to have taken as a Director in order to make
themselves aware of any relevant audit information and to establish that the Group’s and
Company’s auditors are aware of that information.
The Directors are responsible for preparing the Annual Report and Accounts and the
Financial statements in accordance with applicable law and regulation.
Company law requires the Directors to prepare Financial statements for each financial year.
Under that law the Directors have prepared the Group Financial statements in accordance
with UK adopted international accounting standards and the Company Financial statements
in accordance with United Kingdom Generally Accepted Accounting Practice (United
Kingdom Accounting Standards, comprising FRS 102 ‘The Financial Reporting Standard
applicable in the UK and Republic of Ireland’, and applicable law).
Under company law, 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 the Financial statements, the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• state whether applicable UK adopted international accounting standards have been
followed for the Group Financial statements and United Kingdom Accounting Standards,
comprising FRS 102 have been followed for the Company Financial statements, subject to
any material departures disclosed and explained in the Financial statements;
• make judgements and accounting estimates that are reasonable and prudent; and
• 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 Directors are responsible for safeguarding the assets of the Group and Company
and hence for taking reasonable steps for the prevention and detection of fraud and
other irregularities.
The Directors are also responsible for keeping adequate accounting records that are
sufficient to show and explain the Group’s and Company’s transactions and disclose with
reasonable accuracy at any time the financial position of the Group and Company and enable
them to ensure that the Financial statements and the Directors’ Remuneration Report comply
with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the Company’s website.
Legislation in the United Kingdom governing the preparation and dissemination of Financial
statements may differ from legislation in other jurisdictions.
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Financial
statements
118
Independent auditors’ report
127
Consolidated statement of comprehensive income
128
Consolidated balance sheet
129
Consolidated statement of changes in equity
130
Consolidated cash flow statement
131
Notes to the consolidated financial statements
161
Company balance sheet
162
Company statement of changes in equity
163
Notes to the company financial statements
167
Alternative performance measures (’APMs’)
168
Glossary
169
Shareholder information & advisers
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1 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Independent auditors’ report to the members of Motorpoint Group Plc
Report on the audit of the financial statements
Opinion
In our opinion:
• Motorpoint Group Plc’s group financial statements and company financial statements
(the “financial statements”) give a true and fair view of the state of the group’s and of
the company’s affairs as at 31 March 2025 and of the group’s profit and the group’s
cash flows for the year then ended;
• the group financial statements have been properly prepared in accordance with UK-
adopted international accounting standards as applied in accordance with the
provisions of the Companies Act 2006;
• the company financial statements have been properly prepared in accordance with
United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting
Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK
and Republic of Ireland”, and applicable law); and
• the financial statements have been prepared in accordance with the requirements of
the Companies Act 2006.
Our opinion is consistent with our reporting to the Audit Committee.
We have audited the financial statements, included within the Annual Report and
Accounts 2025 (the “Annual Report”), which comprise:
• the Consolidated balance sheet and Company balance sheet as at 31 March 2025;
• the Consolidated statement of comprehensive income,
• Consolidated cash flow statement,
• Consolidated statement of changes in equity and the Company statement of changes
in equity for the year then ended;
• and the notes to the financial statements, which include a description of the significant
accounting policies.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs
(UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the
Auditors’ responsibilities for the audit of the financial statements section of our report. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Independence and appointment
We remained independent of the group in accordance with the ethical requirements that are
relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical
Standard, as applicable to listed public interest entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by
the FRC’s Ethical Standard were not provided.
Other than those disclosed in note 8 to the consolidated financial statements, we have
provided no non-audit services to the company or its controlled undertakings in the period
under audit.
We were first appointed as auditors of Motorpoint Limited by its Directors on 18 September
2015 to audit the financial statements for the year ended 31 March 2015 and subsequently
reappointed on 29 February 2016 to audit the financial statements for the year ended 31
March 2016. Following the reorganisation of the group headed by Motorpoint Holdings
Limited and the formation of Motorpoint Group Plc, we were appointed by the Directors of
Motorpoint Group Plc on 28 October 2016 to audit the financial statements for the year
ended 31 March 2017 and subsequent financial periods. The period of total uninterrupted
engagement is 11 years, covering the years ended 31 March 2015 to 31 March 2025.
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2 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Our audit approach
The scope of our audit
We have performed a full scope audit over the group's financial statements to group materiality. We have also performed a full scope audit over the company's financial statements to company
materiality. All audit procedures are performed by the group audit team.
Key audit matters
Inventory valuation (group)
Year on year: Consistent
Carrying value of investments in subsidiary undertakings (parent)
Year on year: Consistent
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the financial statements of the current period and include the most
significant assessed risks of material misstatement (whether or not due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit strategy; the
allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any comments we make on the results of our procedures thereon, were addressed in
the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
This is not a complete list of all risks identified by our audit.
The key audit matters below are consistent with last year.
Inventory valuation (group)
Background:
Refer to the Audit Committee report and Notes 4 and 20 to the consolidated financial
statements.
Management have recorded a provision where it estimates that the net realisable value of
inventory is below the carrying value as at the year end. Management prepare the provision
based on historical gross margin data and published industry data. In recent years there has
been a high degree of volatility in used car valuations and therefore estimating net realisable
value includes a higher degree of estimation uncertainty. We have determined that there is a
risk that the provision is misstated.
Procedures performed:
We have verified the mathematical accuracy of management’s models used to calculate the
inventory provision, agreeing input data to external evidence.
We have also compared management’s estimate to the actual margins earned on post year
end sales of vehicles and used this evidence to assess the provision against vehicles which
remain unsold at the time of the assessment.
Observations
Based on the procedures performed, we consider the carrying value of inventory to be materially consistent with the evidence obtained.
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Carrying Value of Investments in Subsidiary Undertakings (Parent)
Background:
Refer to note 3 to the company financial statements.
In accordance with IAS 36 (Impairment of assets), the company’s investments balance should
be carried at no more than its recoverable amount, being the higher of fair value less costs to
sell and its value in use. IAS 36 requires an entity to determine whether there are indications
that an impairment loss may have occurred and if so, make a formal estimate of the
recoverable amount.
Management have concluded there are no indicators of an impairment trigger, and have
therefore not performed an impairment assessment for FY25.
Procedures performed:
We evaluated whether there are any indications that an impairment loss may have occurred in
relation to the company’s investments balance with specific consideration given to the
following:
• the market capitalisation of the group is in excess of the investments balance and net
assets;
• the trading results of Motorpoint Limited are consistent with budget; and
• there have not been any significant changes with an adverse impact in relation to the
technological, market, economic or legal environment in which this subsidiary operates.
Observations
We consider management’s conclusion that there are no indicators of impairment to be appropriate.
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking into account the structure of the group
and the company, the accounting processes and controls, and the industry in which they operate.
The group and its subsidiaries are based in the UK. Of these subsidiaries, PwC audit Motorpoint Limited, the only trading subsidiary of Motorpoint Group Plc, the other two subsidiaries are
dormant. As at 31 March 2025 there are 21 open retail sites across the UK. We have performed a full scope audit over the group's financial statements to group materiality. We have also
performed a full scope audit over the company's financial statements to company materiality.
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4 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with qualitative considerations, helped us to
determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of
misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
group
company
Overall
materiality
£1,173,000
FY24
£814,000
£1,040,000
FY24
£1,033,000
How we
determined it
0.1%
of revenue
FY24
based on 0.075% of revenue
1%
of total
assets
Rationale for
benchmark applied
Revenue is a key metric used by management and external
stakeholders to assess the performance of the group and it removes
the impact of the significant volatility in profit before tax that has arisen
in the recent years.
The principal function of the company is as a holding company for the
investment in Motorpoint Limited. We have applied this benchmark, a
generally accepted auditing benchmark, as we believe that this is the key
measure used by the shareholders in evaluating the performance of the
company.
Performance
materiality
£880,000
FY24
£610,000
£780,000
FY24
£774,000
How we
determined it
75%
of overall materiality
75%
of overall materiality
Level above which
we report to the
Audit Committee
£50,000
FY24
£40,000
£50,000
FY24
£40,000
We agreed we would also report misstatements below those amounts that, in our view, warranted reporting for qualitative reasons.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds overall materiality. Specifically,
we use performance materiality in determining the scope of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in
determining sample sizes.
In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation risk and the effectiveness of controls - and
concluded that an amount at the upper end of our normal range was appropriate.
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The impact of climate risk on our audit
As part of our audit, we:
made enquiries of management to understand the process adopted to assess the
extent of the potential impact of climate risk on the financial statements and to
assess the disclosures made within the financial statements;
We agreed climate related costs included in cash flow forecasts to external
supporting evidence, for example the cost of carbon offsetting and the increased
cost of the insurance premiums;
We challenged the completeness of management’s climate risk assessment by
comparing with internal climate plans, board minutes and our understanding of
the business and wider industry; and
We also considered the consistency of the disclosures in relation to climate
change (including the disclosures in the Task Force on Climate-related Financial
Disclosures (TCFD) section) within the Annual Report with the financial
statements and our knowledge obtained from our audit.
Our procedures did not identify any material impact in the context of our audit of the financial statements as a whole, or our key audit matters for the year ended 31 March 2025.
Our ability to detect irregularities, including fraud, and our response
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.
Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related to the Listing Rules and Financial Conduct
Authority regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have
a direct impact on the financial statements such as the Companies Act 2006 and UK tax legislation. We evaluated management’s incentives and opportunities for fraudulent manipulation of the
financial statements (including the risk of override of controls), and determined that the principal risks were related to posting of inappropriate journal entries with unusual account combinations
to increase revenue or reduce expenditure, and management bias in accounting estimates.
Audit procedures performed by the engagement team included:
Review of correspondence with regulators;
Enquiries of management including consideration of known or suspected
instances of non-compliance with laws and regulations or fraud;
Review of minutes of meetings held by those charged with governance;
Challenging assumptions and judgements made by management in their significant
accounting estimates to identify potential management bias, in particular in relation
to inventory valuation; and
Identifying and testing unusual journal entries, in particular any journal entries
posted with unusual account combinations that increase revenue or reduce
expenditure.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related
to events and transactions reflected in the financial statements. 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.
5 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
The impact of climate risk on our audit
As part of our audit, we:
made enquiries of management to understand the process adopted to assess the
extent of the potential impact of climate risk on the financial statements and to
assess the disclosures made within the financial statements;
We agreed climate related costs included in cash flow forecasts to external
supporting evidence, for example the cost of carbon offsetting and the increased
cost of the insurance premiums;
We challenged the completeness of management’s climate risk assessment by
comparing with internal climate plans, board minutes and our understanding of
the business and wider industry; and
We also considered the consistency of the disclosures in relation to climate
change (including the disclosures in the Task Force on Climate-related Financial
Disclosures (TCFD) section) within the Annual Report with the financial
statements and our knowledge obtained from our audit.
Our procedures did not identify any material impact in the context of our audit of the financial statements as a whole, or our key audit matters for the year ended 31 March 2025.
Our ability to detect irregularities, including fraud, and our response
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.
Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related to the Listing Rules and Financial Conduct
Authority regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have
a direct impact on the financial statements such as the Companies Act 2006 and UK tax legislation. We evaluated management’s incentives and opportunities for fraudulent manipulation of the
financial statements (including the risk of override of controls), and determined that the principal risks were related to posting of inappropriate journal entries with unusual account combinations
to increase revenue or reduce expenditure, and management bias in accounting estimates.
Audit procedures performed by the engagement team included:
Review of correspondence with regulators;
Enquiries of management including consideration of known or suspected
instances of non-compliance with laws and regulations or fraud;
Review of minutes of meetings held by those charged with governance;
Challenging assumptions and judgements made by management in their significant
accounting estimates to identify potential management bias, in particular in relation
to inventory valuation; and
Identifying and testing unusual journal entries, in particular any journal entries
posted with unusual account combinations that increase revenue or reduce
expenditure.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related
to events and transactions reflected in the financial statements. 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.
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Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques. However, it typically involves selecting a limited
number of items for testing, rather than testing complete populations. We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we will use
audit sampling to enable us to draw a conclusion about the population from which the sample is selected.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group's and the company’s ability to continue to adopt the going concern basis of accounting included:
We reviewed management's going concern model;
We reviewed the board approved budget / forecasts to support the going concern
assumption;
We assessed management's historical forecasting accuracy;
We compared the budgets and forecasts used in the going concern model to actual
post year end data;
We challenged the key assumptions used in management’s model and reviewed
the downside model to assess the impact on covenant headroom;
We verified the arithmetic accuracy of management’s models mentioned above;
and
We reviewed management’s disclosures in relation to going concern and
consistency with the modelling performed.
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 the company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
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.
However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the group's and the company's ability to continue as a going concern.
In relation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the directors’ statement in
the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting.
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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7 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Reporting on other information
The other information comprises all of the information in the Annual Report other than the
financial statements and our auditors’ report thereon. The directors are responsible for the
other information. Our opinion on the financial statements does not cover the other information
and, accordingly, we do not express an audit opinion or, except to the extent otherwise
explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, 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 audit, or otherwise appears to
be materially misstated. If we identify an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude whether there is a material
misstatement of the financial statements or a material misstatement of the other information. 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 based on
these responsibilities.
With respect to the Strategic report and Directors' report, we also considered whether the
disclosures required by the UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us
also to report certain opinions and matters as described below.
Strategic report and Directors' report
In our opinion, based on the work undertaken in the course of the audit, the information given
in the Strategic report and Directors' report for the year ended 31 March 2025 is consistent
with the financial statements and has been prepared in accordance with applicable legal
requirements.
In light of the knowledge and understanding of the group and company and their environment
obtained in the course of the audit, we did not identify any material misstatements in the
Strategic report and Directors' report.
Directors' Remuneration
In our opinion, the part of the Remuneration Committee report to be audited has been properly
prepared in accordance with the Companies Act 2006.
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going concern,
longer-term viability and that part of the corporate governance statement relating to the
company’s compliance with the provisions of the UK Corporate Governance Code specified
for our review. Our additional responsibilities with respect to the corporate governance
statement as other information are described in the Reporting on other information section of
this report.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the corporate governance statement, included within the Strategic
Report and Governance section is materially consistent with the financial statements and our
knowledge obtained during the audit, and we have nothing material to add or draw attention
to in relation to:
• The directors’ confirmation that they have carried out a robust assessment of the emerging
and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures
are in place to identify emerging risks and an explanation of how these are being
managed or mitigated;
• The directors’ statement in the financial statements about whether they considered it
appropriate to adopt the going concern basis of accounting in preparing them, and their
identification of any material uncertainties to the group’s and company’s ability to continue
to do so over a period of at least twelve months from the date of approval of the financial
statements;
• The directors’ explanation as to their assessment of the group's and company’s prospects,
the period this assessment covers and why the period is appropriate; and
• The directors’ statement as to whether they have a reasonable expectation that the
company will be able to continue in operation and meet its liabilities as they fall due over
the period of its assessment, including any related disclosures drawing attention to any
necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and
company was substantially less in scope than an audit and only consisted of making inquiries
and considering the directors’ process supporting their statement; checking that the statement
is in alignment with the relevant provisions of the UK Corporate Governance Code; and
considering whether the statement is consistent with the financial statements and our
7 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Reporting on other information
The other information comprises all of the information in the Annual Report other than the
financial statements and our auditors’ report thereon. The directors are responsible for the
other information. Our opinion on the financial statements does not cover the other information
and, accordingly, we do not express an audit opinion or, except to the extent otherwise
explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, 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 audit, or otherwise appears to
be materially misstated. If we identify an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude whether there is a material
misstatement of the financial statements or a material misstatement of the other information. 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 based on
these responsibilities.
With respect to the Strategic report and Directors' report, we also considered whether the
disclosures required by the UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us
also to report certain opinions and matters as described below.
Strategic report and Directors' report
In our opinion, based on the work undertaken in the course of the audit, the information given
in the Strategic report and Directors' report for the year ended 31 March 2025 is consistent
with the financial statements and has been prepared in accordance with applicable legal
requirements.
In light of the knowledge and understanding of the group and company and their environment
obtained in the course of the audit, we did not identify any material misstatements in the
Strategic report and Directors' report.
Directors' Remuneration
In our opinion, the part of the Remuneration Committee report to be audited has been properly
prepared in accordance with the Companies Act 2006.
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Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going concern,
longer-term viability and that part of the corporate governance statement relating to the
company’s compliance with the provisions of the UK Corporate Governance Code specified
for our review. Our additional responsibilities with respect to the corporate governance
statement as other information are described in the Reporting on other information section of
this report.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the corporate governance statement, included within the Strategic
Report and Governance section is materially consistent with the financial statements and our
knowledge obtained during the audit, and we have nothing material to add or draw attention
to in relation to:
• The directors’ confirmation that they have carried out a robust assessment of the emerging
and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures
are in place to identify emerging risks and an explanation of how these are being
managed or mitigated;
• The directors’ statement in the financial statements about whether they considered it
appropriate to adopt the going concern basis of accounting in preparing them, and their
identification of any material uncertainties to the group’s and company’s ability to continue
to do so over a period of at least twelve months from the date of approval of the financial
statements;
• The directors’ explanation as to their assessment of the group's and company’s prospects,
the period this assessment covers and why the period is appropriate; and
• The directors’ statement as to whether they have a reasonable expectation that the
company will be able to continue in operation and meet its liabilities as they fall due over
the period of its assessment, including any related disclosures drawing attention to any
necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and
company was substantially less in scope than an audit and only consisted of making inquiries
and considering the directors’ process supporting their statement; checking that the statement
is in alignment with the relevant provisions of the UK Corporate Governance Code; and
considering whether the statement is consistent with the financial statements and our
7 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Reporting on other information
The other information comprises all of the information in the Annual Report other than the
financial statements and our auditors’ report thereon. The directors are responsible for the
other information. Our opinion on the financial statements does not cover the other information
and, accordingly, we do not express an audit opinion or, except to the extent otherwise
explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, 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 audit, or otherwise appears to
be materially misstated. If we identify an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude whether there is a material
misstatement of the financial statements or a material misstatement of the other information. 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 based on
these responsibilities.
With respect to the Strategic report and Directors' report, we also considered whether the
disclosures required by the UK Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us
also to report certain opinions and matters as described below.
Strategic report and Directors' report
In our opinion, based on the work undertaken in the course of the audit, the information given
in the Strategic report and Directors' report for the year ended 31 March 2025 is consistent
with the financial statements and has been prepared in accordance with applicable legal
requirements.
In light of the knowledge and understanding of the group and company and their environment
obtained in the course of the audit, we did not identify any material misstatements in the
Strategic report and Directors' report.
Directors' Remuneration
In our opinion, the part of the Remuneration Committee report to be audited has been properly
prepared in accordance with the Companies Act 2006.
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Corporate governance statement
The Listing Rules require us to review the directors’ statements in relation to going concern,
longer-term viability and that part of the corporate governance statement relating to the
company’s compliance with the provisions of the UK Corporate Governance Code specified
for our review. Our additional responsibilities with respect to the corporate governance
statement as other information are described in the Reporting on other information section of
this report.
Based on the work undertaken as part of our audit, we have concluded that each of the
following elements of the corporate governance statement, included within the Strategic
Report and Governance section is materially consistent with the financial statements and our
knowledge obtained during the audit, and we have nothing material to add or draw attention
to in relation to:
• The directors’ confirmation that they have carried out a robust assessment of the emerging
and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures
are in place to identify emerging risks and an explanation of how these are being
managed or mitigated;
• The directors’ statement in the financial statements about whether they considered it
appropriate to adopt the going concern basis of accounting in preparing them, and their
identification of any material uncertainties to the group’s and company’s ability to continue
to do so over a period of at least twelve months from the date of approval of the financial
statements;
• The directors’ explanation as to their assessment of the group's and company’s prospects,
the period this assessment covers and why the period is appropriate; and
• The directors’ statement as to whether they have a reasonable expectation that the
company will be able to continue in operation and meet its liabilities as they fall due over
the period of its assessment, including any related disclosures drawing attention to any
necessary qualifications or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and
company was substantially less in scope than an audit and only consisted of making inquiries
and considering the directors’ process supporting their statement; checking that the statement
is in alignment with the relevant provisions of the UK Corporate Governance Code; and
considering whether the statement is consistent with the financial statements and our
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8 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
knowledge and understanding of the group and company and their environment obtained in
the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that each
of the following elements of the corporate governance statement is materially consistent with
the financial statements and our knowledge obtained during the audit:
• The directors’ statement that they consider the Annual Report, taken as a whole, is fair,
balanced and understandable, and provides the information necessary for the members to
assess the group’s and company's position, performance, business model and strategy;
• The section of the Annual Report that describes the review of effectiveness of risk
management and internal control systems; and
• The section of the Annual Report describing the work of the Audit Committee.
We have nothing to report in respect of our responsibility to report when the directors’
statement relating to the company’s compliance with the Code does not properly disclose a
departure from a relevant provision of the Code specified under the Listing Rules for review
by the auditors.
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Statement of Directors' responsibilities, the directors are
responsible for the preparation of the financial statements in accordance with the applicable
framework and for being satisfied that they give a true and fair view. The directors are also
responsible for such internal control as they 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 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 company or to cease operations, or have no realistic
alternative but to do so.
Auditors’ 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
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 financial
statements.
A further description of our responsibilities for the audit of the Financial
Statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities This description forms part of our
auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the company’s
members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and
for no other purpose. We do not, in giving these opinions, accept or assume responsibility for
any other purpose or to any other person to whom this report is shown or into whose hands it
may come save where expressly agreed by our prior consent in writing.
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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9 PwC - Independent auditors’ report to the members of Motorpoint Group Plc
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not obtained all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the company, or returns adequate for
our audit have not been received from branches not visited by us; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• the company financial statements and the part of the Remuneration Committee report to
be audited are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Other matter
The company is required by the Financial Conduct Authority Disclosure Guidance and
Transparency Rules to include these financial statements in an annual financial report
prepared under the structured digital format required by DTR 4.1.15R - 4.1.18R and filed on
the National Storage Mechanism of the Financial Conduct Authority. This auditors’ report
provides no assurance over whether the structured digital format annual financial report has
been prepared in accordance with those requirements.
Mark Foster (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Milton Keynes
12 June 2025
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Consolidated statement of comprehensive income
For the year ended 31 March 2025
Note
items
(1)
Revenue
6
1 ,1 7 3 .1
1,0 8 6. 6
–
1,0 86 .6
Cost of sales
7
(1,0 8 2 . 3)
(1 ,0 13 . 5)
–
(1,01 3. 5)
Gross profit
90. 8
7 3 .1
–
7 3 .1
Operating expenses
7
(7 8 .1)
(72 .9)
(7. 7)
(8 0. 6)
Other income
0.8
1.3
5 .6
6. 9
Operating profit / (loss)
7
13. 5
1. 5
(2 .1)
(0 .6)
Finance expense
11
(9 .4)
(9 .7)
(0.1)
(9. 8)
Profit / (loss) before income tax
4 .1
(8. 2)
(2. 2)
(1 0. 4)
Income tax (expense) / income
13
(0. 9)
1.8
0. 2
2.0
Profit / (loss) for the year
3.2
(6. 4)
(2.0)
(8 .4)
Tax relating to items which will not be reclassified to profit or loss
0.1
(0 .1)
–
(0.1)
Other comprehensive income / (expense)
0.1
(0 .1)
–
(0.1)
Total comprehensive income / (expense) for the year attributable to equity holders of the parent
3.3
(6 . 5)
(2.0)
(8 . 5)
Basic
14
3 .7p
(9 . 3p)
Diluted
14
3.6p
(9 . 3p)
1. Detail on exceptional items is provided in note 12.
The Group’s activities all derive from continuing operations.
The notes on pages 131 to 160 are an integral part of these consolidated financial statements.
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Strategic Report Governance Financial Statements
Consolidated balance sheet
As at 31 March 2025
Note
Property, plant and equipment
16
15.4
8.8
13 .1
Right-of-use assets
17
51.0
5 3 .1
60 .7
Intangible assets
18
3.0
3 .7
3 .7
Deferred tax assets
19
1.3
1. 4
–
Total non-current assets
70.7
6 7. 0
7 7. 5
Inventories
20
1 51.4
102.4
14 8 .6
Trade and other receivables
22
13. 4
19. 2
18.4
Current tax receivable
13
–
–
1.3
Cash and cash equivalents
23
6.6
9. 2
5.6
Assets classified as held for sale
21
–
2.6
–
Total current assets
171 .4
133.4
173 .9
TOTAL ASSETS
2 4 2 .1
200. 4
251.4
Trade and other payables
25
(15 5 . 2)
(1 0 7. 1)
(14 3. 8)
Lease liabilities
17
(6 .0)
(6. 6)
(6 .7)
Current tax liabilities
13
(0 . 5)
–
–
Total current liabilities
(161. 7)
(11 3 .7)
(15 0. 5)
Net current assets
9.7
1 9.7
23.4
Note
Lease liabilities
17
(5 1. 4)
(53 .0)
(59. 2)
Provisions
26
(2 .1)
(2. 6)
(2. 6)
Deferred tax liabilities
19
–
–
(0. 2)
Total non-current liabilities
(5 3 .5)
(5 5. 6)
(62. 0)
TOTAL LIABILITIES
(2 1 5. 2)
(16 9. 3)
(2 12 .5)
NET ASSETS
26.9
3 1 .1
38.9
Called up share capital
29
0. 9
0. 9
0.9
Capital redemption reserve
30
0.1
0.1
0 .1
Capital reorganisation reserve
31
(0. 8)
(0.8)
(0. 8)
EBT reserve
32
(8. 5)
(5 .1)
(5. 3)
Retained earnings
35. 2
3 6.0
4 4.0
TOTAL EQUIT Y
26.9
3 1 .1
38.9
* See note 37 for explanation of restatements as at 31 March 2024 and 1 April 2023.
The consolidated financial statements on pages 127 to 130 were approved by the Board of
Directors on 12 June 2025 and were signed on its behalf by:
Mark Carpenter Chris Morgan
Chief Executive Officer Chief Financial Officer
Motorpoint Group Plc
Registered number 10119755
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Consolidated statement of changes in equity
For the year ended 31 March 2025
Note
Balance at 1 April 2023
0.9
0 .1
(0. 8)
(5 . 3)
4 4 .0
38.9
Loss for the year
–
–
–
–
(8. 4)
(8 .4)
Other comprehensive expense for the year
–
–
–
–
(0 .1)
(0.1)
Total comprehensive expense for the year
–
–
–
–
(8. 5)
(8 . 5)
Share-based payments
34
–
–
–
–
1 .0
1 .0
Buyback and cancellation of shares
–
–
–
–
(0.3)
(0. 3)
EBT share purchases and commitments
32
–
–
–
–
–
–
Share-based compensation options satisfied through the EBT
32
–
–
–
0.2
(0. 2)
–
–
–
–
0.2
0.5
0.7
Balance at 31 March 2024
0.9
0 .1
(0. 8)
(5 .1)
36 .0
3 1 .1
Profit for the year
–
–
–
–
3. 2
3.2
Other comprehensive income for the year
–
–
–
–
0 .1
0.1
Total comprehensive income for the year
–
–
–
–
3.3
3.3
Share-based payments
34
–
–
–
–
1.0
1.0
Buyback and cancellation of shares
–
–
–
–
(4 . 7)
(4 . 7)
EBT share purchases and commitments
32
–
–
–
(3. 8)
–
(3. 8)
Share-based compensation options satisfied through the EBT
32
–
–
–
0.4
(0. 4)
–
–
–
–
(3 . 4)
(4 .1)
(7. 5)
Balance at 31 March 2025
0.9
0 .1
(0.8)
(8 .5)
35.2
26.9
The notes on pages 131 to 160 are an integral part of these consolidated financial statements.
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Note
Profit / (loss) for the year attributable to
equity shareholders
3.2
(8. 4)
Taxation charge / (credit)
13
0.9
(2. 0)
Finance expense
11
9. 4
9.8
Operating profit / (loss)
13.5
(0.6)
Share-based payments
34
1.0
1 .0
Impairment of assets held for sale
–
0. 2
Loss made on assignment of lease
–
0. 2
Depreciation and amortisation charges
7
10.4
9.9
Profit on disposals of property, plant and
equipment and right-of-use assets
7
(0. 4)
–
in working capital
24.5
10 .7
(Increase) / decrease in inventory
(4 9 .0)
4 6.2
Decrease / (increase) in trade and other receivables
5.8
(0. 8)
Increase / (decrease) in trade and other payables
4 7. 7
(36 . 8)
Cash generated from operations
29 .0
19. 3
Interest paid on borrowings and financing facilities
11
(7. 3)
(7. 8)
Interest paid on lease liabilities
11
(2 .1)
(2 .0)
Income tax (paid) / received
(0. 2)
1.6
Net cash generated from operating activities
19. 4
1 1 .1
Note
and intangible assets
(7. 6)
(2. 6)
and equipment and right-of-use assets
0.3
–
Net cash used in investing activities
(7. 3)
(2 .6)
Payments to acquire own shares for cancellation
(4 .7)
(0 .3)
Payments to acquire own shares for share schemes
(3. 8)
–
Proceeds from exercise of share-based payments
0. 2
–
Repayment of principal element of leases
(6. 4)
(4 . 6)
Repayment of borrowings
(3 3 .0)
(24 .0)
Proceeds from borrowings
3 3.0
24 .0
Net cash used in financing activities
(14 .7)
(4 . 9)
Net (decrease) / increase in cash and cash equivalents
(2 .6)
3.6
Cash and cash equivalents at the beginning of the year
9. 2
5.6
Cash and cash equivalents at end of year
6.6
9. 2
Net cash and cash equivalents comprises: Cash at bank
6.6
9. 2
Consolidated cash flow statement
For the year ended 31 March 2025
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Notes to the consolidated financial statements
1. General information
Motorpoint Group Plc (the ‘Company’) is incorporated and domiciled in the United Kingdom
under the Companies Act 2006.
The Company is a public company limited by shares and is listed on the London Stock
Exchange; the address of the registered office is Champion House, Stephensons Way, Derby,
England, United Kingdom, DE21 6LY. The consolidated financial statements of the Group
as at and for the year ended 31 March 2025 comprise the Company, all of its subsidiaries
and the Motorpoint Group Plc Employee Benefit Trust (the ‘EBT’) as listed on page 163,
together referred to as the ‘Group’. These financial statements are presented in pounds
sterling because that is the currency of the primary economic environment in which the
Group operates. All amounts have been rounded to the nearest one hundred thousand
unless otherwise indicated.
The principal activities of the Group and the nature of the Group’s operations are set out in
the Strategic report on pages 1 to 68.
2. Summary of material accounting policies
The principal accounting policies applied in the preparation of these consolidated financial
statements are set out below. The policies have been consistently applied to all years
presented, unless otherwise stated.
(a) Basis of preparation
The consolidated financial statements of the Group have been prepared and approved by the
Board on a historical cost basis except for assets held for sale in accordance with UK-adopted
International Accounting Standards (‘IFRS’) and with the requirements of the Companies Act
2006 as applicable to companies reporting under those standards.
The preparation of financial statements in conformity with IFRS requires the use of certain
critical accounting estimates. It also requires management to exercise its judgement in the
process of applying the Group’s accounting policies. The areas involving a higher degree of
judgement or complexity, or areas where assumptions and estimates are significant to the
consolidated financial statements, are disclosed in note 4.
In adopting the going concern basis for preparing the financial statements, the
Directors have considered the business activities including the Group’s principal risks
and uncertainties. This specifically includes considerations for climate related matters
and more details are disclosed in note 16.
(b) Going concern
In accordance with the UK Corporate Governance Code 2024, the Board has assessed the
prospects of the Group over a period in excess of 12 months from the date of signing the
Group financial statements as required by the ‘Going Concern’ provision, by selecting the
period to the end of December 2026.
The Group has managed its net debt comfortably, with the revolving credit facility (RCF)
undrawn at the year end. Total headroom, including undrawn stocking and banking facilities,
and available cash, was £69.2m at the year end. During the year the Company renegotiated
the terms of one of its stocking facilities, increasing its available headroom from £75.0m to
£90.0m and thus total headroom from £150.0m to £165.0m.
Scenarios:
In making their assessment the Directors considered the Group’s current balance sheet
and operational cash flows, the availability of facilities, and stress testing of the key trading
assumptions within the Group’s plan. A range of scenarios have been assessed by the
Directors, including various possible downside scenarios against the base case. The Directors
opted to model a specific scenario designed to create the conditions required to breach
covenants within the going concern period as well as a plausible downturn on the base case.
Scenario
Outcome
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Notes to the consolidated financial statements continued
2. Summary of material accounting policies continued
(b) Going concern continued
Scenarios continued:
Scenario
Outcome
The selection of the assumptions or the sensitised case is inherently subjective, and whilst
the Board considered these assumptions to reflect a downside scenario, the future impact
of economic downturn, interest rate rises or inflating overhead costs is impossible to predict
with absolute accuracy.
Whilst the same applies to the reverse stress test, we note that this scenario is
specifically designed to demonstrate the point at which the covenants breach during
the going concern period. The reverse stress test reflects, in the Board’s opinion, a
remote circumstance and numerous mitigating factors could be implemented to avoid
a covenant breach in this scenario.
Scenario modelling has been considered throughout the year and at year end by management
to formulate response options against moderate or severe downturns in sales volumes,
potential margin pressures and possible cost challenges.
The Group’s available headroom stands at £14.0m (FY24: £14.0m) through its revolving credit
facility ‘RCF’ agreement. The Group also has an uncommitted overdraft facility of £6.0m
which remains in place and was undrawn at the year end. Both are until June 2027 with the
option to extend for a further one year if both parties are agreed. With respect to the Group’s
stocking facilities, these have increased from £150.0m to £165.0m during the year which the
Board deem appropriate given current market conditions.
In the eventuality of a period of prolonged economic downturn resulting in material
reductions in sales volume or prices, as well as rising overhead costs, it is possible that
the Group would need to negotiate changes to its current banking covenants, but such an
extreme downturn is not currently considered plausible.
The Group continues to consider and monitor further potential mitigation actions it could
take to strengthen its cash position and reduce operating costs in the event of a more severe
downside scenario. Such cost reduction and cash preservation actions would include but
are not limited to: reducing spend on specific variable cost lines including marketing and
store trading expenses; team costs, most notably sales commissions; pausing new stock
commitments; and reviewing expansionary capital spend, dividend and share buyback activity.
The Group has continued to demonstrate a flexible approach to trading, both in times of
economic uncertainty and where opportunities exist. The current economic uncertainty
may have downstream effects on the UK nearly new and used car market, but these remain
uncertain. The Group has considered both restriction and ease of supply in its viability
assessment as well as a range of other macroeconomic factors.
The Directors have also made use of the post year end trading performance to confirm that
performance is in line with expectation. Whilst only a short period has passed since the year
end, this evidence suggests that this is the case.
Based on this assessment, the Board confirms that it has a reasonable expectation that the
Group will be able to continue in operation and meet its liabilities as they fall due over the
period to 31 December 2026.
The Board has determined that the period to December 2026 constitutes an appropriate
period over which to provide its going concern assessment. This is the period detailed in
our base case model which we approve each year as part of the strategic review. Whilst
the Board has no reason to believe the Group will not be viable over a longer period, given
the inherent uncertainty involved we believe this presents users of the Annual Report
and Accounts with a reasonable degree of confidence while still providing a medium
term perspective.
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Notes to the consolidated financial statements continued
2. Summary of material accounting policies continued
(c) New standards, amendments and interpretations
The Group has not early adopted standards, interpretations or amendments that have been
issued but are not mandatory for 31 March 2025 reporting periods.
The following amended standards and interpretations effective for the current financial
year have been applied and have not had a significant impact on the Group’s consolidated
financial statements in the current or future reporting periods and on foreseeable future
transactions:
• Classification and Measurement of Financial Instruments – Amendment to IFRS 9
and IFRS 7
Presentation and Disclosure in Financial Statements – IFRS 18
(d) Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company,
entities controlled by the Company (its subsidiaries) and the Motorpoint Group Plc Employee
Benefit Trust made up to 31 March each year.
A list of subsidiaries is disclosed in note 3 to the Company financial statements.
The EBT is consolidated on the basis that the Company has control, thus the assets and
liabilities of the EBT are included in the balance sheet and shares held by the EBT in the
Company are presented as a deduction from equity. The EBT has been solely set up for the
purpose of issuing shares to Group employees to satisfy awards under the various share-
based schemes detailed in note 34 and has no ability to access or use assets, or settle
liabilities, of the Group.
Subsidiaries are all entities over which the Group has control. The Group controls an entity
when the Group is exposed to, or has rights to, variable returns from its involvement with
the entity and has the ability to affect those returns through its power over the entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group.
They are deconsolidated from the date that control ceases. Intercompany transactions and
balances between Group companies are eliminated on consolidation.
(e) Segmental reporting
The Group has prepared segmental reporting in accordance with IFRS 8 ‘Operating
Segments’. The Group’s chief operating decision maker is considered to be the Board of
Directors. Segmental information is presented on the same basis as the management
reporting. An operating segment is a component of the business where discrete financial
information is available and the operating results are regularly reviewed by the Group’s chief
operating decision maker to make decisions about resources to be allocated to the segment
and to assess its performance.
Operating segments are aggregated into reporting segments to combine those with similar
characteristics.
The Group operates its omnichannel vehicle retailer offering through a store network and
separate financial information is prepared for these individual store operations. These stores
are considered separate ‘cash generating units’ for impairment purposes. However, it is
considered that the nature of the operations and products is similar and they all have similar
long term economic characteristics and the Group has applied the aggregation criteria of
IFRS 8. In addition, the Group operates an independent trade car auction site offering a
business-to-business entirely online auction market place platform which is assessed by
the Board as a separate operation and thus there are two reportable segments: retail and
wholesale.
(f) Revenue recognition
Revenue represents amounts chargeable, net of value added tax, in respect of the sale of
goods and services to customers. Revenue is measured at the fair value of the consideration
receivable, when it can be reliably measured, and the specified recognition criteria for the
sales type has been met. The transaction price is determined based on periodically reviewed
prices and are separately identified on the customer’s invoice. There are no estimates of
variable consideration.
The transaction price for motor vehicles and motor related services is at fair value as if each
of those products are sold individually.
(i) Sales of motor vehicles
Revenue from the sale of retail motor vehicles is recognised when the control has passed;
that is, when the vehicle has been collected by, or delivered to, the customer. Payment of
the transaction price is due immediately when the customer purchases the vehicle. Sales of
accessories, such as mats, are recognised in the same way.
Revenue from the sale of wholesale vehicles is recognised when the control has passed; that
is, when full payment has been made for the vehicle. The Group also sells wholesale vehicles
in bulk transactions to auction houses. When this is the case revenue is recognised upon
collection of the vehicles.
The Group operates a return policy which is consistent with the relevant consumer
protection regulations. This includes a 14 day money back guarantee for home delivery
customers. A returns provision is made against the estimated value of the products likely to
be returned.
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Notes to the consolidated financial statements continued
(iii) Other income
Other operating income includes income from all other operating activities which are not
related to the principal activities of the company. Other operating income includes insurance
proceeds received and income recognised in relation to the logbook of a vehicle not
provided by customers at the transaction date.
(g) Dividend distribution
Dividend distribution to the Group’s shareholders is recognised as a liability in the Group’s
financial statements in the period which the dividends are approved.
(h) Foreign currency
The Group’s functional and presentation currency is the pound sterling.
Foreign currency transactions are translated into the functional currency using the exchange
rates prevailing at the dates of the transactions or valuation where items are remeasured.
Foreign exchange gains and losses resulting from the settlement of such transactions
and from the translation at year end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the statement of comprehensive
income.
(i) Intangible assets other than goodwill
Intangible assets with finite useful lives that are acquired separately are carried at cost less
accumulated amortisation and accumulated impairment losses. The estimated useful life and
amortisation method are reviewed annually with the effect of any changes being reflected on
a prospective basis.
Research costs are expensed as incurred. An intangible asset arising from development
expenditure on a project is only recognised if management considers that it is technically
feasible and that there are sufficient resources available to complete the asset so that it will
be available for use or sale, that it intends to complete and is able to sell or use the asset
to generate future economic benefits and that the costs of the development project can
be measured reliably. Following the initial recognition of the expenditure, the asset will be
carried at cost less accumulated amortisation and impairment losses.
Amortisation is applied once the asset is available for use to write off the cost over the period
which is expected to benefit from the use of or sale of the asset.
The annual amortisation rates applied to the Group’s intangible assets on a straight line basis
are as follows:
Asset class
Depreciation method and rate
IT Projects
20% – 33.3% straight line
2. Summary of material accounting policies continued
(f) Revenue recognition continued
(ii) Sales of motor related services and commissions
Motor related services sales include commissions on finance introductions, extended
guarantees and the sale of paint protection products. Sales of paint protection products are
recognised when the control has passed; that is, the protection has been applied and the
product is supplied to the customer.
The assessment is based on whether the Group controls the specific goods and services
before transferring them to the end customer, rather than whether it has exposure to
significant risks and rewards associated with the sale of goods or services.
The Group receives commissions when it arranges finance, insurance packages, extended
warranty and paint protection for its customers, acting as agent on behalf of a limited number
of finance, insurance and other companies. For finance and insurance packages, commission is
earned and recognised as revenue when the customer draws down the finance or commences
the insurance policy from the supplier which coincides with the delivery of the product or service.
Commissions receivable for all motor related services are paid typically in the month after the
finance is drawn down. For extended warranty and paint protection, the commission earned by
the Group as an agent is recognised as revenue at the point of sale on behalf of the principal.
Vehicle extended guarantees and asset protection where the Group is contractually
responsible for future claims
Historically the Group sold vehicle extended guarantees and asset protection (‘GAP
insurance’) where the Group is contractually responsible for future claims, and are accounted
for by deferring the guarantee income received along with direct selling costs, and then
releasing the income on a straight line basis over the remaining life of the guarantee. Costs
in relation to servicing the extended guarantee income are expensed to the statement of
comprehensive income as incurred. The Group has not sold any of these policies in the
current or prior period but continues to release income in relation to legacy sales.
Vehicle extended guarantees and asset protection where the Group is not contractually
responsible for future claims
Vehicle extended guarantees and asset protection (‘GAP insurance’) where the Group is not
contractually responsible for future claims, are accounted for by recognising the commissions
attributable to Motorpoint at the point of sale to the customer. GAP insurance where the Group
is not contractually responsible for future claims is no longer sold with the last sale occurring
in FY24.
Finance commission
Where the Group receives finance commission income, primarily arising when the customer
uses third party finance to purchase the vehicle, the Group recognises such income on an ‘as
earned’ basis.
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
Financial assets
Trade receivables are initially recognised when they originated. All other financial assets are
initially recognised when the Group becomes a party to the contractual provisions of the
instrument.
At initial recognition, the Group measures a financial asset at its fair value plus, in the case
of a financial asset not at fair value through profit or loss (‘FVPL’), transaction costs that are
directly attributable to the acquisition of the financial asset. Transaction costs of financial
assets carried at FVPL are expensed in profit or loss. A trade receivable without a significant
financing component is initially measured at the transaction price.
A financial asset is classified either as being measured subsequently at fair value (either
through other comprehensive income or through profit or loss), or measured at amortised
cost. The classification depends on the Group’s business model for managing the financial
assets and the contractual terms of the cash flows.
All financial assets of the Group are classified as measured at amortised cost. Financial assets
are not reclassified subsequent to their initial recognition unless the Group changes its
business model for managing financial assets.
A financial asset is measured at amortised cost if it meets both of the following conditions
and is not designated as at fair value reported in profit or loss:
• it is held within a business model whose objective is to hold assets to collect contractual
cash flows; and
• its contractual terms give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured at amortised cost using the
effective interest method. The amortised cost is reduced by impairment losses. Interest
income, foreign exchange gains and losses and impairments are recognised in profit or loss.
Any gain or loss on de-recognition is recognised in profit or loss.
The Group recognises loss allowances for Expected Credit Losses (‘ECL’) on financial assets
measured at amortised cost. ECL are a probability-weighted estimate of credit losses. Credit
losses are measured as the present value of all cash shortfalls (i.e. the difference between
the cash flows due to the Group in accordance with the contract and the cash flows that the
Group expects to receive). All trade receivable balances are assessed individually.
ECL are discounted at the effective interest rate of the financial asset. Loss allowances for
financial assets measured at amortised cost are deducted from the gross carrying amount of
the assets.
2. Summary of material accounting policies continued
(j) Property, plant & equipment
Property, plant and equipment is stated at the cost less depreciation. The cost of property,
plant and equipment includes directly attributable costs. Depreciation is provided on
tangible fixed assets so as to write off the cost or valuation, less any estimated residual value,
over their expected useful economic life as follows.
Asset class
Depreciation method and rate
Land
Nil
Freehold property
5% straight line
Short term leasehold improvements
Lower of 20% straight line or remaining lease term
Plant and machinery
20% straight line
Fixtures and fittings
20% straight line
Office equipment
20% – 33.3% straight line
Assets in the course of construction are recorded separately within property, plant and
equipment and are transferred to the appropriate classification when complete and
depreciated from the date they are brought into use.
The residual values of the assets and their useful lives are reviewed, and adjusted if
appropriate, at each balance sheet date. The carrying value of assets is reviewed for
impairment if events or changes in circumstances suggest that the carrying value may not be
recoverable. Assets are written down to their recoverable amount if lower than their carrying
value, and any impairment is charged to the statement of comprehensive income.
Gains and losses on disposals are determined by comparing the proceeds with the
carrying amount and are recognised in the statement of comprehensive income within
‘operating expenses’.
(k) Financial instruments
IFRS 9 requires an entity to recognise financial assets and financial liabilities in the Group’s
balance sheet when the Group becomes party to the contractual provisions of the instrument.
The Group classifies financial instruments, or their component parts, on initial recognition as
financial assets, financial liabilities or equity instruments 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. Equity instruments issued by the Group are
recorded as the proceeds received, net of direct issue costs.
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
(l) Leases
The Group applies IFRS 16, using the following practical expedients permitted by the
standard:
• reliance on previous assessments on whether leases are onerous;
• the accounting for operating leases with a remaining lease term of less than 12 months as
at 1 April 2025 as short term leases; and
• the use of hindsight in determining the lease term where the contract contains options to
extend or terminate the lease.
The Group also elected not to reassess whether a contract is, or contains a lease at the
date of initial application. Instead, for contracts entered into before the transition date the
Group relied on its assessment made applying IAS 17 and IFRIC 4 Determining whether an
arrangement contains a Lease.
Lease liability – initial recognition
The lease liability is initially measured at the present value of the lease payments that are
not paid at the commencement date. The lease payments are discounted at the Group’s
incremental borrowing rate. The incremental borrowing rate is determined based on a series
of inputs including the risk-free rate based on Government bond rates in addition to specific
adjustments for risk and security. Lease payments included in the measurement of the lease
liability comprise:
• fixed lease payments (including in-substance fixed payments), less any lease incentives;
• variable lease payments such as those that depend on an index or rate (such as RPI),
initially measured using the index or rate at the commencement date;
• the amount expected to be payable by the Group under residual value guarantees;
• the exercise price of purchase options where the Group is reasonably certain to exercise
the options; and
• payments of penalties for terminating the lease, if the lease term reflects the exercise of
an option to terminate the lease.
Break and extension options are included in leases to provide operational flexibility should
the economic outlook for an asset be different to expectations, and hence at commencement
of the lease, break or extension options are not typically considered reasonably certain to be
exercised, unless there is a valid business reason otherwise.
The lease liability is presented as a separate line in the consolidated balance sheet, split
between current and non-current liabilities.
2. Summary of material accounting policies continued
(k) Financial instruments continued
Financial assets continued
At each reporting date, the Group assesses whether financial assets carried at amortised cost
are credit impaired. A financial asset is ‘credit impaired’ when one or more events that have
a detrimental impact on the estimated future cash flows of the financial asset have occurred.
The gross carrying amount of a financial asset is written off (either partially or in full) to the
extent that there is no realistic prospect of recovery. This is generally the case when the
Group determines that the debtor does not have assets or sources of income that could
generate sufficient cash flows to repay the amounts subject to the write off.
From time to time based on purchasing decisions the Group holds hedging instruments to
hedge currency risks arising from its activities. Hedging instruments are recognised at fair
value. Any gain or loss on remeasurement is recognised in the statement of comprehensive
income. However, the treatment of gains or losses arising from hedging instruments which
qualify for hedge accounting depends on the type of hedge arrangement. The fair value of
hedging instruments is the estimated amount receivable or payable to terminate the contract
determined by reference to the market prices prevailing at the balance sheet date. Any
ineffective portion of the hedge is recognised in the statement of comprehensive income.
The Group currently has no hedge arrangements and no gain or loss is recognised in profit
or loss in administrative expenses.
Financial liabilities
Financial liabilities are classified on initial recognition as either other financial liabilities
measured at amortised cost or at fair value through profit or loss.
Offsetting of financial assets and liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet
when there is a legally enforceable right to offset the recognised amounts and there is an
intention to settle on a net basis or realise the asset and settle the liability simultaneously.
The legally enforceable right must not be contingent on future events and must be
enforceable in the normal course of business and in the event of default, insolvency or
bankruptcy of the Group or the counterparty.
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Notes to the consolidated financial statements continued
Impairment
The Group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts
for any identified impairment loss. Variable rents that do not depend on an index or rate are
not included in the measurement of the lease liability and the right-of-use asset. The related
payments are recognised as an expense in the period in which the event or condition that
triggers those payments occurs.
Sale and leaseback
A sale and leaseback transaction is where the Group sells an asset and immediately
reacquires the use of the asset by entering into a lease with the buyer. A sale occurs when
control of the underlying asset passes to the buyer. A lease liability is recognised, the
associated property, plant and equipment asset is de-recognised, and a right-of-use asset is
recognised at the proportion of the carrying value relating to the right retained. Any gain or
loss arising relates to the rights transferred to the buyer.
(m) Inventory
Inventory is valued at the lower of cost and net realisable value, after due regard for slow moving
vehicles. Costs of purchased inventory include the costs of bringing to their present location and
condition and are determined after deducting rebates and discounts.
Net realisable value is based on selling price less anticipated costs of completion and
selling costs. When calculating an inventory provision management considers the nature
and condition of the inventory as well as applying assumptions around expected saleability,
determined on historic trading patterns.
Inventory cost is calculated using the specific identification method.
(n) Assets held for sale
Assets are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly
probable. They are measured at the lower of their carrying amount and fair value less costs
to sell, except for assets such as deferred tax assets, assets arising from employee benefits,
financial assets and investment property that are carried at fair value and contractual rights
under insurance contracts, which are specifically exempt from this requirement.
An impairment loss is recognised for any initial or subsequent write down of the asset to
fair value less costs to sell. A gain is recognised for any subsequent increases in fair value
less costs to sell of an asset, but not in excess of any cumulative impairment loss previously
recognised. A gain or loss not previously recognised by the date of the sale of the asset is
recognised at the date of de-recognition.
Assets are not depreciated or amortised while they are classified as held for sale. Interest
and other expenses attributable to the liabilities of a disposal group classified as held for sale
continue to be recognised.
Assets classified as held for sale are presented separately from the other assets in the
2. Summary of material accounting policies continued
(l) Leases continued
Lease liability – subsequent measurement
The lease liability is subsequently measured by increasing the carrying amount to reflect
interest on the lease liability (using the effective interest method) and by reducing the
carrying amount to reflect the lease payments made.
Lease liability – re-measurement
The lease liability is re-measured where:
• there is a change in the assessment of exercise of a purchase option, in which case the
lease liability is re-measured by discounting the revised lease payments using a revised
discount rate; or
• the lease payments change due to changes in an index or rate or a change in expected
payment under a guaranteed residual value, in which case the lease liability is re-
measured by discounting the revised lease payments using the initial discount rate (unless
the lease payments change is due to a change in a floating interest rate, in which case a
revised discount rate is used); or
• the lease contract is modified and the lease modification is not accounted for as a
separate lease, in which case the lease liability is re-measured by discounting the revised
lease payments using a revised discount rate.
When the lease liability is re-measured, an equivalent adjustment is made to the right-of-use
asset unless its carrying amount is reduced to zero, in which case any remaining amount is
recognised in profit or loss.
Right-of-use asset – initial recognition
The right-of-use asset comprises the initial measurement of the corresponding lease liability,
lease payments made at or before the commencement date, any dilapidation or removal
costs, and any initial direct costs. They are subsequently measured at cost less accumulated
depreciation and impairment losses.
Where the Group has an obligation for costs to dismantle and remove a leased asset, restore
the site on which it is located or restore the underlying asset to the condition required by the
terms and conditions of the lease, a provision is recognised and measured under IAS 37. The
present value of these costs are included in the related right-of-use asset.
The right-of-use asset is presented as a separate line in the balance sheet.
Right-of-use asset – subsequent measurement
Right-of-use assets are depreciated over the shorter of the lease term and useful life of the
underlying asset.
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Notes to the consolidated financial statements continued
(r) Trade payables
Trade payables are obligations to pay for goods or services that have been acquired in
the ordinary course of business from suppliers. Accounts 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 payables are recognised initially at fair value and subsequently measured at amortised
cost using the effective interest method, unless the effect is immaterial.
(s) Stocking finance facilities
Stocking finance facilities, included within trade and other payables, are borrowings secured
against the vehicle against which the facility is drawn down. These are short term liabilities
which are settled on the sale of a vehicle or a fixed maturity not greater than 150 days and as
a result form part of the normal business operating cycle (see note 24 for more details). They
are recognised initially at fair value and subsequently measured at amortised cost using the
effective interest method unless the effect is immaterial.
(t) Share capital
Ordinary shares are classified as equity. Costs incurred in issuing equity are deducted from
the equity instrument.
(u) Provisions
Provisions for making good obligations are recognised when the Group has a present
legal or constructive obligation as a result of past events, it is probable that an outflow
of resources will be required to settle the obligation, and the amount can be reliably
estimated. Provisions are not recognised for future operating losses. Where there are a
number of similar obligations, the likelihood that an outflow will be required in settlement
is determined by considering the class of obligations as a whole. A provision is recognised
even if the likelihood of an outflow with respect to any one item included in the same class of
obligations may be small.
Provisions are measured at the present value of management’s best estimate of the
expenditure required to settle the present obligation at the end of the reporting period.
The discount rate used to determine the present value is a pre-tax rate that reflects current
market assessments of the time value of money and the risks specific to the liability. The
increase in the provision due to the passage of time is recognised as interest expense.
balance sheet.
2. Summary of material accounting policies continued
(o) Trade receivables
Trade receivables represent the principal amounts outstanding from finance companies
in respect of the financed element of sales to customers for motor vehicle and related
products. Trade receivables are recognised net of any provision for impairment.
The carrying value of certain financial assets are measured on an expected credit loss
approach. Trade and other receivables do not contain a significant financing element and
therefore expected credit losses are measured using the simplified approach permitted by
IFRS 9, which requires expected lifetime losses to be recognised from the initial recognition
of the receivables.
(p) Cash and cash equivalents
Cash and cash equivalents include cash in hand and at bank, deposits held at call with
banks and pending card transactions. Where applicable, bank overdrafts are shown within
borrowings in current liabilities.
(q) Current and deferred tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in the
statement of comprehensive income, except to the extent that it relates to items recognised
in other comprehensive income or directly in equity.
The current tax charge is calculated on the basis of tax laws enacted or substantively
enacted at the balance sheet date.
Deferred tax is recognised, without discounting, in respect of all temporary differences
arising between the treatment of certain items for taxation and accounting purposes, which
have arisen but not reversed by the balance sheet date. Deferred tax is measured at the
rates, based on the tax rates and law enacted or substantively enacted at the balance sheet
date, that are expected to apply in the periods when the timing differences are expected to
reverse.
Deferred tax assets are recognised only to the extent that it is probable that future taxable
profits will be available against which the temporary differences can be utilised.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to
offset current tax assets against current tax liabilities and when the deferred tax assets and
liabilities relate to income taxes levied by the same taxation authority on either the same
taxable entity or different taxable entities and there is an intention to settle the balances on a
net basis.
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
SAYE share options granted to employees are treated as cancelled when employees cease to
contribute to the scheme. This results in accelerated recognition of the expenses that would
have arisen over the remainder of the original vesting period.
Cash-settled share-based compensation to employees and others providing similar services
is measured at the fair value of the equity instruments at the grant date. A liability is
recognised at the current fair value determined at each balance sheet date and at settlement.
(x) Contingent liabilities
The Company’s contingent liabilities are recognised at their fair value at the reporting date.
(y) Earnings per share (‘EPS’)
The Group presents basic and diluted EPS for its ordinary shares. Basic EPS is calculated by
dividing the profit attributable to ordinary shareholders by the weighted average number of
ordinary shares outstanding during the year. For diluted EPS, the weighted average number
of ordinary shares is adjusted to assume conversion of all dilutive potential ordinary shares.
(z) Exceptional items
Material non-recurring items of income and expense, which relate entirely to significant one
off events, are disclosed as ‘exceptional items’. Further details on the nature of ‘exceptional
items’ can be found in note 12.
3. Underlying profit measures
The Group’s chief operating decision maker is considered to be the Board of Directors.
The Board of Directors measure the overall performance of the Group by reference to the
following non-GAAP measures:
• earnings before interest, tax, depreciation, amortisation and exceptional items (‘EBITDA’);
• operating profit before exceptional items (adjusted operating profit); and
• profit before taxation before exceptional items (adjusted profit before taxation).
The adjusted measures are applied by the Board of Directors to understand the earning
trends of the Group and are considered the most meaningful measures by which to assess
the true operating performance of the Group.
2. Summary of material accounting policies continued
(v) Borrowings
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings
are subsequently carried at amortised cost using the effective interest rate method. The
effective interest rate method is a method of calculating the amortised cost and allocating
the interest cost over the relevant period.
The effective interest rate is the rate that exactly discounts estimated future cash payments
through the expected life of the financial instrument.
(w) Employee benefits
(i) Pensions
The Group operates a defined contribution pension scheme for employees. The assets of the
scheme are held separately from those of the Group. The annual contributions are charged
in the statement of comprehensive income in the year in which they become payable in
accordance with the rules of the scheme.
(ii) Other employee benefits
The Group recognises an expense for other short term employee benefits, primarily holiday
pay and employee commissions and bonuses on an accruals basis.
(iii) Share-based compensation
Equity-settled share-based compensation to employees and others providing similar services
are measured at the fair value of the equity instruments at the grant date. The estimate is
measured using the Black-Scholes pricing model and excludes the effect of non-market
based vesting conditions. Details regarding the determination of the fair value of equity-
settled share-based transactions are set out in note 34.
The fair value determined at the grant date of the equity-settled share-based compensation
is expensed on a straight line basis over the vesting period, based on the Group’s estimates
of equity instruments that will eventually vest. At each balance sheet date, the Group revises
its estimate of the number of equity instruments expected to vest as a result of the effect of
non-market based vesting conditions. The impact of the revision of the original estimates,
if any, is recognised in the statement of comprehensive income such that the cumulative
expenses reflect the revised estimate, with a corresponding adjustment to equity reserves.
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
a. Description of segments and principal activities
The Group’s operating segments are determined based on the Group’s internal reporting to
the Board. The performance of operating segments is assessed by the Board on the basis of
gross profit with all assets and liabilities assessed on a Group basis.
The Board examines the Group’s performance from a product perspective and has identified
two reportable segments of its business:
Retail – the Motorpoint brand is an omnichannel vehicle retailer offering nearly new cars, the
majority of which are under five years old or have completed less than 50,000 miles. This
segment also includes a range of commercial vehicles under the Motorpoint brand.
Wholesale – Auction4Cars.com is an independent trade car auction site offering a business-
to-business entirely online auction market place platform allowing an efficient and quick
route for sale of part exchange vehicles which do not fall into the nearly new retail criteria
and purchases direct from consumers.
b. Segment Gross profit
Revenue
1,028.4
931.1
144.7
155.5
1,173.1
1,086.6
Cost of sales
(948.4)
(866.8)
(133.9)
(146.7)
(1,082.3)
(1,013.5)
Gross profit
80.0
64.3
10.8
8.8
90.8
73.1
Transactions between operating segments are made on an arm’s length basis in a manner
similar to those with third parties.
Cost of sales are specific and therefore directly attributable to each segment. Operating and
financial expenses are not segregated for internal reporting purposes and hence have not
been disclosed here.
c. Other profit and loss disclosures
There were no impairment charges in FY25 (FY24: £0.2m).
d. Segment assets and liabilities
Segment assets and liabilities are measured in the same way as in the financial statements.
No further disclosure has been provided here, as internally assets and liabilities are not
segregated for reporting purposes.
4. Critical accounting estimates and judgements
The preparation of financial statements requires the use of accounting estimates which,
by definition, will seldom equal the actual results. Management also needs to exercise
judgement in applying the Group’s accounting policies. This note provides an overview of
the areas that involved a higher degree of judgement or complexity, and of items which
have a significant risk of causing material adjustments to the carrying amount of assets
and liabilities in the next financial year. Detailed information about each of these estimates
and judgements is included in other notes together with information about the basis of
calculation for each affected line item in the financial statements.
Significant estimates
Inventory provisions (note 20): Inventories are stated at the lower of cost and net realisable
value. As in previous years, a provision is included where management feels net realisable
value falls below cost. The level of provision is determined by management estimates based
on historical and forecast sales and potential net realisable value. For those vehicles in stock
as at the year end, an additional loss of £112 per car (FY24: £112 per car) would have to be
realised to see a material adjustment of £1.2m (FY24: £0.8m) to the inventory provision.
Significant judgements
IFRS 16 Lease term (note 17): The lease term is a significant component in the measurement
of both the right-of-use asset and lease liability. Where leases contain options to break, the
Group has assumed that these are exercised, unless there is reasonable certainty that the
lease will be extended, and therefore the assumed duration for the liability is to the break
point. Similarly, for any extension options, these have not been assumed to be utilised
unless there is reasonable certainty. Judgement is exercised in determining whether there is
reasonable certainty that an option to extend the lease or purchase the underlying asset will
be exercised, or an option to terminate the lease will not be exercised, when ascertaining
the periods to be included in the lease term. In determining the lease term, all facts and
circumstances that create an economical incentive to exercise an extension option, or not to
exercise a termination option, are considered at the lease commencement date. The Group
reassesses whether it is reasonably certain to exercise an extension option, or not exercise
a termination option, if there is a significant event or significant change in circumstances.
Potential future undiscounted lease payments not included in the reasonably certain lease
term, and hence not included in lease liabilities, total £4.5m (FY24: £5.1m). Future increases
or decreases in rentals linked to an index or rate are not included in the lease liability until the
change in cash flows takes effect.
5. Segmental information
The Group has prepared segmental reporting in accordance with IFRS 8 ‘Operating
Segments’. Segmental information is presented on the same basis as the management
reporting.
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Notes to the consolidated financial statements continued
7. Operating profit / (loss)
Analysed as:
Inventory recognised as expense
1,077.0
1,007.8
Movement in provision against inventory
0.8
0.2
Employee benefit expense (note 9)
39.4
33.1
and right-of-use assets (note 17)
9.2
8.8
Amortisation of intangible assets (note 18)
1.2
1.1
Expense on short term and low value leases
0.3
0.4
Profit on disposals of property, plant and equipment and right-
of-use assets
(0.4)
–
Exceptional income
–
(5.6)
Exceptional costs
–
7.7
Cost of sales
1,082.3
1,013.5
Selling and distribution expenses
22.0
19.4
Administrative expenses
56.1
53.5
Total operating expenses before exceptional items
78.1
72.9
Total expenses before exceptional items
1,160.4
1,086.4
6. Revenue
Revenue has been analysed between the sale of goods and the sale of services below.
Revenue from sale of motor vehicles
1,119.2
1,037.5
Revenue from motor related services and commissions
50.8
45.9
at the beginning of the year – Sale of motor vehicles
0.1
0.2
at the beginning of the year – Motor related services and
commissions
3.0
3.0
Total revenue
1,173.1
1,086.6
The Group has contract liabilities of £3.0m which relate to the deferred income shown in the
table below (FY24: £3.0m).
The Group has recognised a returns provision as at the year end of £1.4m (FY24: £1.1m).
The Group recognises the following accrued income balances:
Commissions
1
4.8
4.9
4.8
4.9
1. Accrued income relates to commissions earned from finance companies received the following month.
The Group recognises the following deferred income balances within accruals and deferred
income:
Vehicles invoiced not collected
0.1
0.1
Commissions received not earned
3.0
3.0
Total deferred income
3.1
3.1
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Notes to the consolidated financial statements continued
10. Directors’ and key management remuneration
Key management has been identified as the Directors of Motorpoint Group Plc.
Short term employee benefits
1.4
1.1
Share–based payment
–
–
Employer contributions paid to money purchase schemes
–
–
1.4
1.1
During the year the number of key management who were receiving benefits was 2 (FY24: 2).
In respect of the highest paid Director refer to page 100 of the Annual report on
remuneration.
11. Finance expense
Interest on bank borrowings
0.4
0.7
Interest on stocking finance facilities
6.9
7.1
Interest on lease liabilities
2.1
2.0
Total finance expense
9.4
9.8
8. Auditor’s remuneration:
and consolidated financial statements
0.3
0.3
Fees payable for the audit of the Company’s subsidiaries
–
–
Fees payable for non-audit services
0.0
0.0
Total
0.3
0.3
Non-audit services relate to access to the auditor’s generic online accounting manual and
amounted to £2,250 (FY24: £2,250).
9. Employees and Directors
The aggregate employee benefit expenses were as follows:
Wages and salaries
34.1
28.3
Social security costs
3.6
3.1
Pension costs
0.7
0.7
Share-based compensation charge (note 34)
1.0
1.0
39.4
33.1
The average monthly number of employees (including Directors but excluding third party
contractors) employed by the Group was as follows:
Sales and operations
613
569
Administration and support
183
195
796
764
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Notes to the consolidated financial statements continued
13. Income tax expense
UK corporation tax
0.8
(0.2)
Adjustment in respect of prior years
(0.1)
(0.1)
Total current tax
0.7
(0.3)
Origination and reversal of temporary differences
0.6
(1.8)
Adjustments in respect of prior years
(0.4)
0.1
Total deferred tax
0.2
(1.7)
of comprehensive income
0.9
(2.0)
There was no income tax charge / (credit) arising on exceptional items in FY25 (FY24: income
tax credit of £0.2m).
Reconciliation of the total tax charge
Profit / (loss) before taxation
4.1
(10.4)
of corporation tax of 25%
1.0
(2.6)
– Fixed asset differences
0.1
–
– Expenses not deductible for tax purposes
0.2
0.6
– Adjustment in respect of prior years
(0.5)
–
– Deferred tax taken directly to other comprehensive income
0.1
–
of comprehensive income
0.9
(2.0)
A tax payable balance of £0.5m (FY24: £Nil) is included within current liabilities as a result of
the timing of the payments on account to HMRC.
12. Exceptional items
Restructuring costs
–
1.7
Asset write off
–
6.0
Insurance proceeds
–
(5.6)
and income tax
–
2.1
No exceptional items in FY25. Exceptional items in FY24 detailed below.
Restructuring costs
A business efficiency review in FY24 resulted in restructuring costs of £1.7m. This included a
review and subsequent reduction in headcount, which resulted in redundancy costs of £1.1m.
As part of this, the home delivery team was restructured and a related loss on disposal of
home delivery trucks and an impairment of the remainder, totalling £0.2m (included within
assets held for sale as at 31 March 2024) was incurred. Also, as part of this restructure, a
decision was made to not progress with the opening of a new site. The cost of assignment
of the lease, which included a one off payment to the new lease holder, and overhead costs
incurred from the date a decision was made to dispose of the site, resulted in a loss on
disposal of £0.4m. All restructuring was completed in FY24.
Asset write off
As a result of the flood which occurred at the Derby store on 21 October 2023, some fixed
assets, and most of the inventory on site at the time was damaged and subsequently written
off. Fixed assets and inventory written off totalled £5.4m with £0.6m relating to other costs
incurred as a result of the flood.
Insurance proceeds
Insurance proceeds relate to amounts received against insured written off fixed assets and
inventory following the flood at the Derby store.
Income tax income
The tax implications of the exceptional items in FY24 was a credit of £0.2m.
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Notes to the consolidated financial statements continued
There is a maximum of 2,239,636 additional options which have not been included in the
dilutive calculation in relation to the SAYE schemes. Further information is included in
note 34.
2025
2024
Weighted average number of ordinary shares in issue (‘000)
87,447
90,180
Adjustment for share options (‘000)
499
–
Weighted average number of ordinary shares for
diluted earnings per share (‘000)
87,946
90,180
15. Dividends
During the year no dividends were paid (FY24: £Nil).
The Board has proposed a final dividend of 1 pence per share with a cash cost of £0.9m
(FY24: £Nil) for the year ended 31 March 2025.
13. Income tax expense continued
Amounts recognised directly in equity
and not recognised in net profit or loss or other comprehensive
income but directly debited or credited to equity:
– Deferred tax: Adjustment in respect of prior years
(0.1)
0.1
Tax (credit) / charge in the consolidated statement of
comprehensive income
(0.1)
0.1
Factors affecting current and future tax charges
An increase in the UK corporation rate from 19% to 25% (effective 1 April 2023) was
substantively enacted on 24 May 2021. As at the balance sheet date of the 31 March 2025
the deferred tax asset has been calculated based on 25%, reflecting the expected timing of
reversal of the related temporary differences (FY24: 25%).
14. Earnings per share
Basic and diluted EPS are calculated by dividing the earnings attributable to equity
shareholders by the weighted average number of ordinary shares during the year.
2025
2024
Profit / (loss) attributable to ordinary shareholders (£m)
3.2
(8.4)
Weighted average number of ordinary shares in issue (‘000)
87,447
90,180
Basic EPS (pence)
3.7
(9.3)
(‘000)
87,946
90,180
Diluted EPS (pence)
3.6
(9.3)
The difference between the basic and diluted weighted average number of shares represents
the dilutive effect of the currently operating schemes and the vested but not yet exercised
options. This is shown in the reconciliation below. No dilution in FY24 due to the Group
making a loss for the year.
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Notes to the consolidated financial statements continued
16. Property, plant and equipment
At 1 April 2023
2.4
–
14.2
2.4
3.6
4.8
0.5
27.9
Additions
–
–
0.5
0.3
0.3
0.3
–
1.4
Transfers
–
–
0.5
–
–
–
(0.5)
–
Disposals and assets classified as held for sale
(2.4)
–
–
(0.4)
–
–
–
(2.8)
At 31 March 2024
–
–
15.2
2.3
3.9
5.1
–
26.5
Additions
2.9
1.8
0.6
0.9
0.6
0.3
–
7.1
Transfers from assets held for sale
2.4
–
–
–
–
–
–
2.4
Disposals
–
–
–
(0.2)
–
(0.4)
–
(0.6)
At 31 March 2025
5.3
1.8
15.8
3.0
4.5
5.0
–
35.4
At 1 April 2023
–
–
7.6
1.6
1.9
3.7
–
14.8
Provided during the year
–
–
1.5
0.3
0.5
0.6
–
2.9
At 31 March 2024
–
–
9.1
1.9
2.4
4.3
–
17.7
Provided during the year
–
–
1.5
0.3
0.6
0.5
–
2.9
Disposals
–
–
–
(0.2)
–
(0.4)
–
(0.6)
At 31 March 2025
–
–
10.6
2.0
3.0
4.4
–
20.0
At 31 March 2025
5.3
1.8
5.2
1.0
1.5
0.6
–
15.4
At 31 March 2024
–
–
6.1
0.4
1.5
0.8
–
8.8
At 31 March 2023
2.4
–
6.6
0.8
1.7
1.1
0.5
13.1
The depreciation expense of £2.9m (FY24: £2.9m) has been recorded in operating expenses.
Transfers from assets held for sale relate to the land held in Paisley, Scotland deemed to no longer meet the definition of an asset held for sale.
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Notes to the consolidated financial statements continued
17. Leases
The Group only acts as a lessee.
(a) Amounts recognised in the statement of financial position
The balance sheet shows the following amounts relating to leases:
Balance at 1 April 2022
46.7
Modifications to right-of-use assets
2.3
Additions to right-of-use assets
17.4
Depreciation charge
(5.7)
Balance at 31 March 2023 (restated)
60.7
Balance at 1 April 2023 (restated)
60.7
Modifications to right-of-use assets
0.3
Disposals of right-of-use assets
(2.0)
Depreciation charge
(5.9)
Balance at 31 March 2024 (restated)
53.1
Balance at 1 April 2024 (restated)
53.1
Additions to right-of-use assets
5.0
Disposals of right-of-use assets
(0.8)
Depreciation charge
(6.3)
Balance at 31 March 2025
51.0
16. Property, plant and equipment continued
Under IAS 36, the Group performs an annual assessment as to the existence of impairment
indicators. Management has not identified an indicator of impairment in FY25.
Included within the annual assessment, the Group also includes performance of a high
level financial review of the asset classes and cost categories likely to be impacted most
significantly by climate change. An exercise was undertaken as part of our financial planning
to ensure that our climate-related risks and any associated costs had been considered when
assessing the value of our assets and future cash flow forecasts. An estimated impact of
climate-related risks was included in the annual assessment.
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Notes to the consolidated financial statements continued
A maturity analysis of lease liabilities based on undiscounted gross cash flows as at 31 March
2025 is reported in the table below.
Within one year
7.7
7.5
7.8
In the second to fifth years inclusive
29.8
29.2
29.7
After five years
31.7
37.3
45.0
Total minimum lease payments
69.2
74.0
82.5
Interest charges
(11.8)
(14.4)
(16.6)
Lease liability
57.4
59.6
65.9
Further details on the prior period restatement can be found in note 37 to these financial
statements.
(b) Amounts recognised in the statement of comprehensive income
The statement of comprehensive income shows the following amounts relating to leases:
Buildings
6.3
5.9
Interest expense
2.1
2.0
The total cash outflow for leases held as right-of-use assets in FY25 was £8.5m (FY24: £6.6m).
An expense on short term leases is also included of £0.3m (FY24: £0.4m).
There are no low value leases.
17. Leases continued
(a) Amounts recognised in the statement of financial position continued
Balance at 1 April 2022
52.8
Modifications to lease liabilities
2.3
Additions to lease liabilities
16.7
Repayment of lease liabilities (including interest element)
(7.9)
Interest expense related to lease liabilities
2.0
Balance at 31 March 2023 (restated)
65.9
Current (restated)
6.7
Non-current (restated)
59.2
Balance at 1 April 2023 (restated)
65.9
Modifications to lease liabilities
0.3
Disposal of lease liabilities
(2.0)
Repayment of lease liabilities (including interest element)
(6.6)
Interest expense related to lease liabilities
2.0
Balance at 31 March 2024 (restated)
59.6
Current (restated)
6.6
Non-current (restated)
53.0
Balance at 1 April 2024 (restated)
59.6
Additions to lease liabilities
5.0
Disposals of lease liabilities
(0.8)
Repayment of lease liabilities (including interest element)
(8.5)
Interest expense related to lease liabilities
2.1
Balance at 31 March 2025
57.4
Current
6.0
Non-current
51.4
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Notes to the consolidated financial statements continued
Extension and termination options
Extension and termination options are included in a number of property and equipment
leases across the Group. These are used to maximise operational flexibility in terms
of managing the assets used in the Group’s operations. The majority of extension and
termination options held are exercisable only by the Group and not by the respective lessor.
Impairment assessment
Management has completed an impairment review of the Group’s estate, using each retail
store as a cash generating unit. Recoverable amounts for cash generating units are the
higher of fair value less costs of disposal, and value in use.
18. Intangible assets
At 1 April 2023
0.6
3.1
3.7
Additions
1.1
0.1
1.2
Transfers
(1.6)
1.6
–
Disposals
(0.1)
–
(0.1)
Amortisation charge
–
(1.1)
(1.1)
At 31 March 2024
–
3.7
3.7
Additions
0.5
–
0.5
Transfers
(0.3)
0.3
–
Amortisation charge
–
(1.2)
(1.2)
At 31 March 2025
0.2
2.8
3.0
The amortisation charge of £1.2m (FY24: £1.1m) has been recorded in operating expenses.
The intangible assets balance comprises capitalised employee and third party costs
incurred in relation to new system development and internally generated new application
programming interfaces between platforms used by the Group.
17. Leases continued
(c) The Group’s leasing activities and how these are accounted for
The Group leases various offices, stores and preparation centres. Rental contracts are
typically made for fixed periods of three to 20 years, but may have extension options.
Lease terms are negotiated on an individual basis and contain a range of different terms
and conditions. The lease agreements do not impose any covenants other than the security
interests in the leased assets that are held by the lessor. Leased assets may not be used as
security for borrowing purposes.
Where leases contain options to break, the Group has assumed that these are exercised,
unless there is reasonable certainty that the lease will be extended, and therefore the
assumed duration for the liability is to the break point. Similarly, for any extension options,
these have not been assumed to be utilised unless there is reasonable certainty.
Leases are recognised as a right-of-use asset and a corresponding liability at the date at
which the leased asset is available for use by the Group.
Lease payments to be made under reasonably certain extension options are also included in
the measurement of the liability.
The lease payments are discounted using the interest rate implicit in the lease. If that rate
cannot be readily determined, which is generally the case for leases in the Group, the lessee’s
incremental borrowing rate is used, being the rate that the individual lessee would have to
pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset
in a similar economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Group:
• where possible, uses recent third party financing received by the individual lessee as
a starting point, adjusted to reflect changes in financing conditions since third party
financing was received;
• uses a build up approach that starts with a risk-free interest rate adjusted for credit risk for
leases held by the Group, which does not have recent third party financing; and
• makes adjustments specific to the lease where relevant.
Lease payments are allocated between principal and finance cost. The finance cost is
charged to profit or loss over the lease period so as to produce a constant periodic rate of
interest on the remaining balance of the liability for each period.
Right-of-use assets are depreciated over the shorter of the asset’s useful life and the lease
term on a straight line basis.
There have been no lease payment breaks during the year.
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Notes to the consolidated financial statements continued
21. Assets classified as held for sale
Land and buildings
–
2.4
Plant and machinery
–
0.2
–
2.6
No assets held for sale in FY25 (FY24: the piece of land held by the Group in Paisley, Scotland
and the remaining home delivery trucks to be sold following the restructuring during FY24).
Resultant gains or losses on disposal, which will be reported within the retail segment, are
not considered material and will be included within administrative expenses.
22. Trade and other receivables
Trade receivables
1
5.9
9.7
Prepayments
2.5
4.6
Accrued income
2
5.0
4.9
13.4
19.2
1. Trade receivables are non interest bearing and generally have a term of less than seven days. Due to their
short maturities, the fair value of current trade and other receivables approximates to their book value.
Trade receivables represent amounts due from financial institutions on the financed element of vehicle sales
to customers. The maximum exposure to credit risk is the carrying amount. The Group has no provisions
against trade receivables (FY24: £Nil).
2. Accrued income relates to commissions earned from finance companies.
None of the Group’s trade receivables or other receivables were past due date or impaired
(FY24: £Nil). Trade and other receivables are valued at their book value which is equivalent to
fair value and all are in sterling.
23. Cash and cash equivalents
Cash at bank and in hand
6.6
9.2
19. Deferred tax assets / (liabilities)
The movement in deferred taxation assets and liabilities during the year, without taking into
consideration the offsetting of balances within the same tax jurisdiction, is as follows:
At 1 April 2023
(0.2)
–
(0.2)
Credited to statement of comprehensive income
1.7
–
1.7
Charged to equity
–
(0.1)
(0.1)
At 31 March 2024
1.5
(0.1)
1.4
Charged to statement of comprehensive income
(0.2)
–
(0.2)
Credited to equity
–
0.1
0.1
At 31 March 2025
1.3
–
1.3
Deferred tax of £Nil (FY24: £Nil) is expected to be recovered or settled within 12 months from
the reporting date. There are no unrecognised deferred tax assets (FY24: None).
An increase in the UK corporation rate from 19% to 25% (effective 1 April 2023) was
substantively enacted on 24 May 2021. As at the balance sheet date of 31 March 2025 the
deferred tax asset has been calculated based on 25%, reflecting the expected timing of
reversal of the related temporary differences (FY24: 25%).
20. Inventories
Finished goods: New and used vehicles for resale
151.4
102.4
The replacement cost of inventories is not considered to be materially different from the
above values.
Provisions against inventory total £1.3m (FY24: £2.1m). Write down of inventories recognised
as an expense in the period totalled £8.7m (FY24: £14.7m).
Inventory with a carrying value of £122.4m (FY24: £74.5m) has been pledged as security for
the stocking finance facilities where funding has been drawn down on that inventory.
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Notes to the consolidated financial statements continued
25. Trade and other payables:
Amounts due within one year
– Trade creditors
15.3
13.1
– Stocking finance facilities
1
122.4
74.5
– VAT payable
1.9
1.4
– PAYE/NI payable
0.8
0.9
Other creditors
0.4
0.1
Accruals and deferred income
2
14.4
17.1
155.2
107.1
1. Stocking finance facilities are provided from Black Horse Limited and Lombard North Central Plc. At 31
March 2025 the Group had £165.0m (split between £90.0m Black Horse Ltd and £75.0m Lombard North
Central Plc) (FY24: £150.0m split £75.0m Black Horse Ltd and £75.0m Lombard North Central Plc) of
stocking finance facilities of which £122.4m (FY24: £74.5m) was drawn.
The stocking finance facility with Black Horse Limited was renegotiated in May 2019 and all borrowings are
secured against the vehicle which the stocking finance facility is drawn down against. During FY25 it was
increased by £15.0m to £90.0m. The facility bears interest at the rate of 1.25% over the Bank of England
(“BoE”) base rate.
The stocking finance facility with Lombard North Central Plc was negotiated in March 2019 and all
borrowings are secured against the vehicle which the stocking finance facility is drawn down against.
The facility bears interest at the rate of 1.35% over the Bank of England (“BoE”) base rate.
Interest expense in the year of £6.9m (FY24: £7.1m) has been recognised as a finance cost.
2. Included within accruals and deferred income is £0.1m (FY24: £0.1m) in relation to vehicles invoiced
not collected at the reporting date and £3.0m (FY24: £3.0m) of commissions received in advance. Also
included within accruals and deferred income is £1.4m (FY24: £1.1m) relating to refund liabilities and £1.0m
(FY24: £1.1m) relating to finance commission clawbacks.
Other than the stocking finance facilities payable, trade and other payables are all non
interest bearing.
Due to their short maturities, the fair value of current liabilities approximates to their book
value and all are in sterling.
24. Borrowings
During the year the Company renegotiated the terms of one of its stocking facilities,
increasing available headroom from £150.0m to £165.0m. As at the reporting date £Nil of the
revolving credit facility (FY24: £Nil) and £Nil of the overdraft (FY24: £Nil) was drawn down.
The terms of the revolving credit facility and overdraft require a full repayment for a period
of at least one day or more in each financial year and half year with no less than one month
between repayments.
The finance charge for utilising the revolving credit facility was dependent on the Group’s
borrowing ratios as well as the base rate of interest in effect. During the year ended 31 March
2025 interest was charged at 7.0% (FY24: 6.0%) per annum. The interest charged for the year
of £0.4m (FY24: £0.7m) has been expensed as a finance cost.
Net debt reconciliation
(restated)
–
(65.9)
(65.9)
5.6
(60.3)
Financing cash flows
–
4.6
4.6
3.6
8.2
Modifications to leases
–
(0.3)
(0.3)
–
(0.3)
Lease disposals
–
2.0
2.0
–
2.0
Interest expense
(7.8)
(2.0)
(9.8)
–
(9.8)
as operating cash flows)
7.8
2.0
9.8
–
9.8
(restated)
–
(59.6)
(59.6)
9.2
(50.4)
Financing cash flows
–
6.4
6.4
(2.6)
3.8
New leases
–
(5.0)
(5.0)
–
(5.0)
Lease disposals
–
0.8
0.8
–
0.8
Interest expense
(7.3)
(2.1)
(9.4)
–
(9.4)
as operating cash flows)
7.3
2.1
9.4
–
9.4
Net debt as at 31 March 2025
–
(57.4)
(57.4)
6.6
(50.8)
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Notes to the consolidated financial statements continued
27. Financial instruments and risk management
The principal financial liabilities comprise inventory finance facilities, borrowings, and trade
and other payables. The main purpose of these financial liabilities is to provide working
capital funding for the Group. The main risks arising from financial liabilities are discussed
further below. The principal financial assets comprise trade and other receivables, and cash
at bank and in hand. The maximum exposure at the balance sheet date is the carrying value
of the financial assets as disclosed in this note.
(a) Credit risk
The Group trades predominantly with retail customers. Sales to such customers are for
cash and/or part exchange, often with finance provided by a selected panel of financial
institutions. The majority of the Group’s sales are thus for cash or the remittances of funds
from financial institutions, which is achieved in a short period after the sale. As such the
Group does not consider that it is exposed to credit risk from retail customers. The same
is true for wholesale transactions, as dealers are required to pay for the vehicle before
collection. Receivable balances are monitored on an ongoing basis with the result that the
Group’s exposure to bad debts is not considered to be significant. The maximum exposure
is the carrying value amount as disclosed in this note. There is no significant concentration
of credit risk within the Group. As a consequence, the Directors are satisfied that the Group’s
exposure to credit risk is acceptable.
With respect to credit risk arising from other financial assets of the Group, which comprise
cash and cash equivalents, the Group’s exposure to credit risk arises from the default
of counterparties, with a maximum exposure equal to the carrying amount of these
instruments. Default is defined as the risk of financial loss to the Group if a customer or
counterparty to a financial instrument fails to meet its contractual obligations. Counterparty
credit risk is managed through the monitoring and active management of counterparty
balances.
(b) Foreign exchange risk
The Group is not exposed to a significant foreign exchange risk. In FY25 and FY24 there were
no purchases of inventory from the EU, or other overseas countries and no hedging contracts
were entered into.
At 31 March 2025 if sterling had weakened/strengthened by 10% against the Euro, with all
other variables held constant, the recalculated post tax profit for the year would therefore
have been unchanged (FY24: unchanged) as a result of foreign exchange losses/gains on the
translation of euro-denominated trade payables.
26. Provisions
2025 £m
2024 £m
Current
Non-current
Total
Current
Non-current
Total
Make good provision
1
–
2.1
2.1
–
2.5
2.5
Onerous lease
2
–
–
–
–
0.1
0.1
–
2.1
2.1
–
2.6
2.6
Movements in each class of provision during the financial year are set out below:
2025 £m
2024 £m
provision
1
lease
2
provision
1
lease
2
at start of year
2.5
0.1
2.6
2.5
0.1
2.6
Charged to statement of
comprehensive income
recognised
0.1
–
0.1
–
–
–
– unwinding of discount
–
–
–
–
–
–
Amounts used during
the year
(0.5)
(0.1)
(0.6)
–
–
–
at end of year
2.1
–
2.1
2.5
0.1
2.6
1. Make good provision
The Group is required to restore the leased premises of its locations to their original condition at the end
of the respective lease terms. A provision has been recognised for the present value of the estimated
expenditure required to remove any leasehold improvements. These costs have been capitalised as part of
the cost of right-of-use assets and are amortised over the shorter of the term of the lease and the useful life
of the assets.
The timing of the cash outflow relating to the make good provision is in line with the life of the relevant
lease. The remaining term on existing leases ranges from two to 13 years with a weighted average of nine
years.
There is judgement associated with the potential cost of remediation of each property and estimated
provisions have been based on the past experiences of the Group.
2. Onerous leases
The Group operates across a number of locations and if there is clear indication that a property will no
longer be used for its intended operation, a provision may be required based on an estimate of potential
liabilities for periods of lease where the property will not be used at the end of the reporting period, to
unwind over the remaining term of the lease. The onerous lease has been disposed of in the current period.
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Notes to the consolidated financial statements continued
facilities
74.5
–
–
–
–
74.5
Trade creditors and
accruals
27.1
–
–
–
–
27.1
Other creditors
0.1
–
–
–
–
0.1
(restated)
3.7
3.8
7.4
21.8
37.3
74.0
105.4
3.8
7.4
21.8
37.3
175.7
(d) Capital market risk
The Group is subject to capital market risk, primarily in relation to changes in interest rates.
The Group’s interest bearing financial liabilities are analysed as follows:
2025
2024
Sterling denominated
122.4
-
122.4
74.5
-
74.5
Total
122.4
-
122.4
74.5
-
74.5
At 31 March 2025 and 2024 the floating rate financial liabilities comprise stocking finance
facilities that bear interest at rates based on Finance House Base Rate and a revolving credit
facility which bears interest based on the Bank of England (“BoE”) rate.
The following table demonstrates the sensitivity to a reasonably possible change in interest
rates, with all other variables held constant, to the Group’s results before tax. The Group’s
equity would be impacted by this amount less tax at the prevailing rate.
Sterling
+50
(0.6)
(0.4)
Sterling
-50
0.6
0.4
27. Financial instruments and risk management continued
(c) Funding and liquidity risk
The funding arrangements of the Group at the balance sheet date consisted primarily of the
stocking finance facilities, trade and other payables, as well as an unsecured loan facility
provided by Santander UK PLC, split between £6.0m available as an uncommitted overdraft
and £14.0m available as a revolving credit facility. Further information regarding these
arrangements is included in note 24.
The Group monitors its risk to a shortage of funds using a long term business plan that
considers the maturity of all of its financial liabilities and the projected cash flows from
operations. The Group aims to have sufficient committed borrowing facilities and operating
cash flows to cover its core long term requirements.
The maturity table that follows details the contractual, undiscounted cash flows (both
principal and interest) for the Group’s non derivative financial liabilities into relevant maturity
groupings based on the remaining period at the balance sheet date to the contractual
maturity date. Interest payments have been calculated using the BoE rates at the period end,
except where rates had already been contracted.
facilities
122.4
–
–
–
–
122.4
Trade creditors and
accruals
26.6
–
–
–
–
26.6
Other creditors
0.4
–
–
–
–
0.4
Lease liabilities
3.8
3.9
7.6
22.2
31.7
69.2
153.2
3.9
7.6
22.2
31.7
218.6
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Notes to the consolidated financial statements continued
In December 2024, the reported net worth covenant was increased from £20.0m to £25.0m,
and in March 2025 was reduced back to £20.0m.
The Group has complied with these covenants as applicable throughout the reporting period.
As at 31 March 2025, they were 39:1, 0:1, £26.9m and 2.36:1 respectively (FY24: 16:1, 0:1,
£31.1m and 1.56:1).
(f) Fair value estimation
The Group has no financial assets or liabilities carried at fair value.
(g) Financial instruments by category
The Group’s financial assets are all measured at amortised cost.
Trade receivables
5.9
Accrued income
5.0
Cash and cash equivalents
6.6
Trade receivables
9.7
Accrued income
4.9
Cash and cash equivalents
9.2
27. Financial instruments and risk management continued
(e) Capital management
The Group’s objective when managing capital is to ensure adequate working capital for
all operating activities and liquidity, including a comfortable headroom to take advantage
of shorter term opportunities, or to weather short term shocks. Secondly the Group aims
to operate an efficient capital structure to achieve the business plan. For these purposes
the Group considers capital to be shareholders’ equity, borrowings and stocking finance
facilities.
Consistent with others in the industry the Group monitors capital through the following ratio:
total net debt as per note 23 divided by EBITDA (see “Alternative performance measures”
section).
The funding arrangements of the Group at the balance sheet date consisted primarily of the
stocking finance facilities, trade and other payables, as well as an unsecured loan facility
provided by Santander UK Plc, split between £6.0m available as an uncommitted overdraft
and £14.0m available as a revolving credit facility. Further information regarding these
arrangements is included in note 24.
There are certain covenants on the revolving credit and stocking facilities noted below
in respect of the Group consolidated financial statements. The Group reviews covenant
compliance on a monthly basis, both retrospectively and prospectively. As discussed more
in note 2 and 4, in a stressed scenario, it is possible the Group would need to negotiate
changes to the covenants but this is not considered plausible in the scenarios modelled.
At 31 March 2025 the Group had undrawn stocking finance facilities of £42.6m (FY24:
£75.5m) and undrawn credit facilities of £20.0m (FY24: £20.0m) and further information can
be found in note 2.
Under the terms of the major borrowing facilities, the Group is required to comply with the
following financial covenants; terms are defined within the alternative performance measures
section and the Glossary:
• the interest cover (EBITDA after stocking facility interest to borrowing costs, being bank
interest only) should not be less than 4:1
• adjusted leverage being the total net debt to adjusted EBITDA should not exceed 3:1
• the reported net worth (net assets per the balance sheet) will not fall below the amount of
£20.0m (FY24: £20.0m)
• the fixed charge cover being EBITDAR (excluding stores opened in the last two years) to
fixed charges (finance charges plus rent) shall not be less than 1:1 to September 2025 and
then 1.25:1 for the remainder of the term of the agreement.
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
Fair value hierarchy
Financial instruments carried at fair value are required to be measured by reference to the
following levels:
• Level 1: quoted prices in active markets for identical assets or liabilities.
• Level 2: inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
• Level 3: inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
The Group has no financial instruments carried at fair value.
(h) Credit quality of financial assets
As disclosed in note 22 the Group has no financial assets that are past due or impaired. The
Group’s financial assets represent balances due from a selected panel of financial institutions
that provide finance to the Group’s retail customers and cash and cash equivalents held with
banks. The Group has banking arrangements in place with Santander UK Plc and financing
arrangements in place with Lloyds Bank Plc and Barclays Bank Plc, all of which have a Fitch
credit rating of A+. The Group does not obtain credit ratings for its customers. Due to their
short maturities the expected credit loss on financial assets is estimated at £Nil.
28. Post employment benefit obligations
The Group operates a defined contribution pension scheme. The pension cost charge for the
year represents contributions payable by the Group to the scheme and is disclosed in note
9. Contributions totalling £0.1m (FY24: £0.1m) were payable to the scheme at the end of the
year and are included in accruals.
27. Financial instruments and risk management continued
(g) Financial instruments by category continued
The Group’s liabilities are classified as follows:
Borrowings
–
–
–
Trade creditors
15.3
–
15.3
Stocking finance facilities
122.4
–
122.4
Other taxes and social security
–
2.7
2.7
Lease liabilities
57.4
–
57.4
Other creditors
0.4
–
0.4
Accruals and deferred income
11.3
3.1
14.4
206.8
5.8
212.6
Borrowings
–
–
–
Trade creditors
13.1
–
13.1
Stocking finance facilities
74.5
–
74.5
Other taxes and social security
–
2.3
2.3
Lease liabilities (restated)
59.6
–
59.6
Other creditors
0.1
–
0.1
Accruals and deferred income
14.0
3.1
17.1
161.3
5.4
166.7
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Notes to the consolidated financial statements continued
31. Capital reorganisation reserve
The capital reorganisation reserve represents the capital reduction in the nominal value of
shares in Motorpoint Group Limited (re-registered as Motorpoint Group Plc on 10 May 2016)
from £1 to 1p.
32. Employee Benefit Trust (EBT) reserve
The EBT has an independent trustee and has been set up to satisfy awards which are exercised
in accordance with the terms of the various share-based schemes detailed in note 34.
At 31 March 2025 the EBT held 4,284,253 (FY24: 1,618,010) ordinary shares of 1p each in
the Group, purchased at a market cost of £8.5m (FY24: £5.1m). Details of outstanding share
awards and options are shown in note 34.
The consideration paid for the ordinary shares of 1p each in the Group held by the EBT at
31 March 2025 and 31 March 2024 has been shown as an EBT reserve and presented within
equity for the Group. All other assets, liabilities, income and costs of the EBT have been
incorporated into the accounts of the Group.
The table below shows the movements in equity from EBT transactions during the year:
2025
2024
£m
Number
Shares purchased by the
EBT in the year
2,792,000
3.8
–
–
Shares issued in respect of
employee share schemes
(125,757)
(0.4)
(68,297)
(0.2)
Proceeds of £0.2m (FY24: £Nil) were received on the exercise of share-based payments. The
weighted average cost of shares issued by the EBT was £0.4m (FY24: £0.2m).
Subsequent to the year end employee share options over Nil (FY24: Nil) shares had been
exercised and had been satisfied by ordinary shares issued by the EBT.
33. Other commitments
Capital commitments
The Group had capital commitments of £Nil at 31 March 2025 (FY24: £Nil).
29. Share capital
2025
2024
ordinary shares of 1p each
Balance at the beginning of the year
89,970
0.9
90,190
0.9
shares during the year
–
–
(30)
–
cancellation
30
–
–
–
Cancelled treasury shares
(30)
–
Bought back and cancelled during
the year
(3,350)
–
(190)
–
Balance at the end of the year
(1)
86,620
0.9
89,970
0.9
1. During the period 3,349,808 shares were purchased by the Company in accordance with the terms of its
share buyback programme, as announced on 26 January 2024. All of these shares were cancelled as at 31
March 2025 as well as the 30,254 shares held in treasury as at 31 March 2024. The shares were acquired at
an average price of 140.2p per share, with prices ranging from 132.0p to 144.5p.
In total the 3,570,063 shares bought back and cancelled represent 4.0% of the issued ordinary shares, at a
purchase cost of £5.0m (FY24: 190,001 shares at a cost of £0.3m).
Shares are held on behalf of employees within the Employee Benefit Trust (EBT) detailed in
note 32.
The Group does not have a limited amount of authorised capital.
30. Capital redemption reserve
The capital redemption reserve represents the purchase by the Group of its own shares and
comprises the amount by which distributable profits were reduced on these transactions in
accordance with s733 of the Companies Act 2006. £Nil (FY24: £Nil) was transferred into the
capital redemption reserve during the year in respect of shares purchased by the Group and
subsequently cancelled.
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
Share Incentive Plan (‘SIP’)
The Group operated a SIP under which an award was made available to all eligible employees
following admission to the London Stock Exchange in May 2016.
Performance Share Plan (‘PSP’)
The Group operates a Performance Share Plan for Executive Directors and certain key senior
managers.
Restricted Share Award (‘RSA’)
Restricted shares differ from performance shares in a way that the grant level is scaled
back, but the vesting of the shares is not subject to specific future conditions (other than a
performance underpin).
SAYE scheme
The Group operates a SAYE scheme for all employees under which employees are invited
to subscribe for options over the Company’s shares at an exercise price representing a 10%
discount to the closing mid-market price the day before the invitation date.
34. Share-based compensation
Share options are granted to senior executives and other individuals throughout the
organisation. The Group currently operates three share schemes and these are the
Performance Share Plan (’PSP’), the Share Incentive Plan (‘SIP’) and the Save As You Earn
(‘SAYE’) schemes. During FY21 the Restricted Shares Awards scheme (‘RSA’) was introduced,
which operates under the rules of the PSP scheme.
The total expense recognised immediately in profit and loss arising from equity-settled share-
based payment transactions in the year relating to the three schemes including associated
national insurance (‘NI’) charges was £1.0m (FY24: £1.0m).
NI is being accrued, where applicable, at a rate of 15.0% (FY24: 13.8%) which management
expects to be the prevailing rate when the awards are exercised, based on the share price at
the reporting date. NI for the year ended 31 March 2025 relating to all awards was a charge of
£Nil (FY24: £Nil).
at grant date
2
Plan
Grant date
Vesting date
Lapse date
Settlement type
SIP
27-Jun-16
27-Jun-19
N/A
equity-settled
194,023
1.877
Nil
No
SIP
22-Dec-17
22-Dec-20
N/A
cash-settled
118,716
1.877
Nil
No
FY21 RSA (A)
24-Aug-20
24-Aug-23
24-Aug-30
equity-settled
199,333
2.480
Nil
Yes
FY21 RSA (B)
24-Aug-20
24-Aug-23
24-Aug-30
equity-settled
37,877
2.480
Nil
Yes
FY21 RSA (C)
24-Aug-20
24-Aug-24
24-Aug-30
equity-settled
18,938
2.447
Nil
Yes
FY21 RSA (D)
24-Aug-20
24-Aug-25
24-Aug-30
equity-settled
18,938
2.336
Nil
Yes
FY22 RSA (A)
16-Jun-21
16-Jun-24
16-Jun-31
equity-settled
297,013
1.907
Nil
Yes
FY22 RSA (B)
16-Jun-21
16-Jun-24
16-Jun-31
equity-settled
82,589
1.907
Nil
Yes
FY22 RSA (C)
16-Jun-21
16-Jun-25
16-Jun-31
equity-settled
41,295
1.688
Nil
Yes
FY22 RSA (D)
16-Jun-21
16-Jun-26
16-Jun-31
equity-settled
41,295
1.494
Nil
Yes
FY23 RSA (A)
22-Jun-22
22-Jun-25
22-Jun-32
equity-settled
442,424
1.442
Nil
Yes
FY23 RSA (B)
22-Jun-22
22-Jun-25
22-Jun-32
equity-settled
111,055
1.442
Nil
Yes
FY23 RSA (C)
22-Jun-22
22-Jun-26
22-Jun-32
equity-settled
55,527
1.272
Nil
Yes
FY23 RSA (D)
22-Jun-22
22-Jun-27
22-Jun-32
equity-settled
55,527
1.121
Nil
Yes
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Strategic Report Governance Financial Statements
Notes to the consolidated financial statements continued
at grant date
2
Plan
Grant date
Vesting date
Lapse date
Settlement type
FY24 RSA (A)
27-Jun-23
27-Jun-26
27-Jun-33
equity-settled
707,344
0.733
Nil
Yes
FY24 RSA (B)
27-Jun-23
27-Jun-26
27-Jun-33
equity-settled
185,147
0.733
Nil
Yes
FY24 RSA (C)
27-Jun-23
27-Jun-27
27-Jun-33
equity-settled
92,574
0.659
Nil
Yes
FY24 RSA (D)
27-Jun-23
27-Jun-28
27-Jun-33
equity-settled
92,574
0.593
Nil
Yes
FY25 RSA (A)
26-Jun-24
26-Jun-27
26-Jun-34
equity-settled
684,979
0.978
Nil
Yes
FY25 RSA (B)
26-Jun-24
26-Jun-27
26-Jun-34
equity-settled
169,731
0.978
Nil
Yes
FY25 RSA (C)
26-Jun-24
26-Jun-28
26-Jun-34
equity-settled
84,866
0.858
Nil
Yes
FY25 RSA (D)
26-Jun-24
26-Jun-29
26-Jun-34
equity-settled
84,866
0.753
Nil
Yes
SAYE21
23-Dec-20
1-Feb-24
1-Aug-24
equity-settled
259,001
0.940
2.77
No
SAYE22
20-Dec-21
1-Feb-25
1-Aug-25
equity-settled
403,215
1.024
2.76
No
SAYE23
22-Dec-22
1-Feb-26
1-Aug-26
equity-settled
454,600
0.280
1.39
No
SAYE24
22-Dec-23
1-Feb-27
1-Aug-27
equity-settled
1,335,935
0.150
0.69
No
SAYE25
20-Dec-24
1-Feb-28
1-Aug-28
equity-settled
1,112,494
0.254
1.18
No
1. The current assumption of non vesting conditions reduces the fair value to zero at the balance sheet date.
2. The fair value at grant date as disclosed above is prior to applying an assumption for the number of shares not expected to vest due to participants leaving the scheme.
34. Share-based compensation continued
SAYE scheme continued
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Notes to the consolidated financial statements continued
34. Share-based compensation continued
SIP
SAYE
PSP
RSA
2025
2024
FY25
FY24
FY25
FY24
FY25
FY24
FY25
FY24
Outstanding at 1 April FY
13,191
15,159
1,440,453
739,218
412,022
429,182
2,409,859
1,212,467
0.27
4,275,525
0.52
2,396,026
Awarded
–
–
1,112,494
1,335,935
–
–
1,032,690
1,307,766
0.61
2,145,184
0.35
2,643,701
Forfeited
–
–
(278,392)
(519,836)
–
–
(244,183)
(78,773)
(0.28)
(522,575)
(1.32)
(598,609)
Lapsed
–
–
(34,919)
(114,864)
(412,022)
–
(295,522)
–
(0.24)
(742,463)
(1.86)
(114,864)
Exercised
(984)
(1,968)
–
–
–
(17,160)
(113,661)
(31,601)
–
(114,645)
–
(50,729)
Outstanding at 31 March FY
12,207
13,191
2,239,636
1,440,453
–
412,022
2,789,183
2,409,859
0.42
5,041,026
0.27
4,275,525
Exercisable at 31 March FY
12,207
13,191
38,010
29,074
–
–
231,641
86,755
0.37
281,858
0.62
129,020
The option pricing model used by the entity to value the shares in the period in which they were launched is the Black-Scholes model.
The range of exercise prices of share options outstanding at the end of the period for SAYE plans is between £0.69 and £2.76 (FY24: £0.69 and £2.77). The exercise price for PSP and RSA share
awards is £Nil (FY24: £Nil).
The assumptions used in the measurement of the fair value at grant dates of the respective share schemes are as follows.
20 December 2024
1.34
35.7
3.0
4.4
1.63
38.6
0.25
22 December 2023
1.03
37.8
3.0
4.1
1.63
65.7
0.15
26 June 2024
1.43
36.4 - 40.5
3.0 - 5.0
4.1
2.00 - 2.21
27.1 - 41.0
0.97 - 0.75
27 June 2023
1.01
38.9 - 41.6
3.0 - 5.0
5.1
2.00 - 2.21
27.1 - 41.0
0.73 - 0.59
The maximum subscription offered for SAYE is £5,400 (equivalent to £150 per month over the 36 month saving period). (FY24: £3,600 equivalent to £100 per month over the 36 month saving
period). Contributions from salary are made into a savings account and on maturity participants can exercise their option to buy shares at the discounted rate with their saved contributions
or have the funds returned to them.
Expected volatility is estimated by considering historic average share price volatility of Motorpoint Group Plc share price at the grant date. The requirement that an employee has to save in
order to purchase shares under the SAYE is a non vesting condition. This feature has been incorporated into the fair value at grant date by applying a discount to the valuation obtained from
the Black-Scholes pricing model.
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Notes to the consolidated financial statements continued
34. Share-based compensation continued
FY25 SAYE
FY24 SAYE
FY23 SAYE
FY22 SAYE
FY21 SAYE
£
Number
£
Number
£
Number
£
Number
Outstanding at 1 April 2024
–
–
1,269,810
0.69
93,714
1.39
47,855
2.76
29,074
2.77
Awarded
1,112,494
1.18
–
–
–
–
–
–
–
–
Forfeited
(79,113)
–
(174,182)
–
(21,097)
–
(9,845)
–
(29,074)
–
Vested / early exercise
–
–
–
–
–
–
–
–
–
–
Outstanding at 31 March 2025
1,033,381
–
1,095,628
–
72,617
–
38,010
–
–
–
The total charge in the year, included in administrative expenses, in relation to these awards was £0.1m (FY24: £0.2m).
The weighted average remaining contractual life of the outstanding share options based on the relevant vesting date as at the year end is 1.8 years (FY24: 1.5 years).
35. Transactions and balances with related parties
There were no transactions with related parties other than Directors and key management.
Their remuneration including share-based payment as detailed in note 10 to the financial
statements and their beneficiary owned shares are detailed in the Remuneration Committee
report on page 105.
36. Contingent liabilities
Following the FCA Motor Market Review in March 2019, the FCA issued a policy statement
in July 2020 prohibiting the use of discretionary commission models from 28 January 2021,
which the Group adhered to. The Group continues to believe that its historical practices were
compliant with the law and regulations in place at that time.
On 11 January 2024, the Financial Conduct Authority (FCA) announced a section 166 review
of historical motor finance commission arrangements and sales, and planned at that time
to communicate a decision on next steps in the second half of 2024 based on the evidence
collated in the review. The FCA indicated that such steps could include establishing an
industry-wide consumer redress scheme and/or applying to the Financial Markets Test Case
Scheme, to help resolve any contested legal issues of general importance.
Subsequently, on 25 October 2024, the Court of Appeal’s judgment in Hopcraft v Close
Brothers Ltd, Johnson v Firstrand Bank Ltd, and Wrench v Firstrand Bank Ltd stated that a
broker could not lawfully receive a commission from a lender without the customer’s fully
informed consent to the payment.
The FCA has now extended the time period of its review into 2025. Since the ruling on
25 October, the Group altered its selling processes to comply with new requirements from
its lenders, which includes upfront full commission disclosure.
The Supreme Court reviewed the judgements in April 2025 and their outcome is awaited.
The Group is not directly involved in the selling of finance products to consumers; instead
refers consumers to third parties who administer and are responsible for the finance product
themselves. As a result, the Directors do not consider that provisions are required to be made
in respect of any exposures in this area.
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Notes to the consolidated financial statements continued
Right-of-use assets
50.5
2.6
53.1
Total assets
197.8
2.6
200.4
Lease liabilities (current)
(4.0)
(2.6)
(6.6)
Lease liabilities (non-current)
(53.0)
–
(53.0)
Total liabilities
(166.7)
(2.6)
(169.3)
Net assets
31.1
–
31.1
March 2024
3.5
3.6
7.2
21.0
36.1
71.4
Total adjustments
0.2
0.2
0.2
0.8
1.2
2.6
April 2024 (restated)
3.7
3.8
7.4
21.8
37.3
74.0
cash flows (restated)
105.4
3.8
7.4
21.8
37.3
175.7
38. Post balance sheet events
On 3 April 2025, the Group announced that a share buyback programme would commence
to repurchase up to 3 million ordinary shares of 1 pence each, with an aggregate purchase
price of no more than approximately £4.0m.
Arrangements relating to the unsecured loan facility provided by Santander UK Plc (£20.0m
split between £6.0m available as an uncommitted overdraft and £14.0m available as a
revolving credit facility) were extended in May 2025 to June 2027 (previously June 2026),
with the option to extend for a further one year period if agreed by both parties.
37. Prior year restatement
Right-of-use assets and lease liabilities
The financial statements as at 1 April 2023 and for the year ended 31 March 2024, have been
restated to reflect the impact of a misstatement in the previous years’ financial statements.
Specifically, the restatement corrects an understatement of right-of-use assets and lease
liabilities for the periods mentioned. As a result, both right-of-use assets and lease liabilities
have increased by £2.3m in the year ended 31 March 2023 and have increased by a further
£0.3m in the year ended 31 March 2024.
The increase in right-of-use assets and lease liabilities relate to rent reviews which took
place in the period of restatement. The variance arose this year with the receipt of back
dated rent invoices in FY25 and late in FY24 in relation to prior rent reviews. Whilst there is a
misstatement in the statement of financial position, the statement of comprehensive income
and net reserves was materially correct in both of the previous accounting periods, and as
such, no restatement is required to the statement of comprehensive income.
The following tables summarise the impact on the Group’s consolidated financial statements:
Right-of-use assets
58.4
2.3
60.7
Total assets
249.1
2.3
251.4
Lease liabilities (current)
(3.4)
(3.3)
(6.7)
Lease liabilities (non-current)
(60.2)
1.0
(59.2)
Total liabilities
(210.2)
(2.3)
(212.5)
Net assets
38.9
–
38.9
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Note
2025
£m
2024
£m
ASSETS
Fixed assets
Investments 3 104.3 103.3
Total fixed assets 104.3 103.3
TOTAL ASSETS 104.3 103.3
LIABILITIES
Current liabilities
Creditors: amounts falling due within one year 4 (62.2) (53.1)
Total current liabilities (62.2) (53.1)
Net current liabilities (62.2) (53.1)
TOTAL LIABILITIES (62.2) (53.1)
NET ASSETS 42.1 50.2
EQUITY
Called up share capital 6 0.9 0.9
Capital redemption reserve 7 0.1 0.1
EBT Reserve (8.5) (5.1)
Retained earnings
At 1 April 2024 and 2023 respectively 54.3 53.5
(Loss) / profit for the year (0.6) 0.3
Share-based payments 1.0 1.0
Buyback and cancellation of shares (4.7) (0.3)
Share-based compensation options satisfied
through the EBT (0.4) (0.2)
49.6 54.3
TOTAL EQUIT Y 42.1 50.2
The notes on pages 163 to 166 are an integral part of these financial statements.
As permitted by section 408 of the Companies Act 2006, the Company statement of profit or
loss has not been included in these financial statements. The Company made a loss after tax
of £0.6m (FY24: £0.3m profit).
The financial statements on pages 161 and 162 were approved by the Board of Directors on
12June 2025 and were signed on its behalf by:
Mark Carpenter Chris Morgan
Chief Executive Officer Chief Financial Officer
Motorpoint Group Plc
Registered number 10119755
Company balance sheet
As at 31 March 2025
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Called up
share capital
£m
Capital
redemption
reserve
£m
EBT reserve
£m
Retained
earnings
£m
Total equity
£m
At 1 April 2023 0.9 0.1 (5.3) 53.5 49.2
Profit for the year – – – 0.3 0.3
Transactions with owners in their capacity as owners:
Share-based payments – – – 1.0 1.0
Buyback and cancellation of shares – – – (0.3) (0.3)
EBT share purchases and commitments – – – – –
Share-based compensation options satisfied through the EBT – – (0.2) (0.2) –
– – 0.2 0.5 0.7
At 31 March 2024 0.9 0.1 (5.1) 54.3 50.2
Loss for the year – – – (0.6) (0.6)
Transactions with owners in their capacity as owners:
Share-based payments – – – 1.0 1.0
Buyback and cancellation of shares – – – (4.7) (4.7)
EBT share purchases and commitments – – (3.8) – (3.8)
Share-based compensation options satisfied through the EBT – – 0.4 (0.4) –
– – (3.4) (4.1) (7.5)
Balance at 31 March 2025 0.9 0.1 (8.5) 49.6 42.1
Company statement of changes in equity
For the year ended 31 March 2025
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(c) Investment in subsidiaries
Investments in subsidiaries are held at cost, less any provision for impairment. Annually,
the Directors consider whether any events or circumstances have occurred that could
indicate that the carrying amount of fixed asset investments may not be recoverable. If such
circumstances do exist, a full impairment review is undertaken to establish whether the
carrying amounts exceed the higher of net realisable value or value in use. If this is the case,
an impairment charge is recorded to reduce the carrying value of the related investment.
Where equity-settled share-based compensation is granted to the employees of subsidiary
companies, the fair value of the award is treated as a capital contribution by the Company
and investments in subsidiaries are adjusted to reflect this capital contribution.
(d) Dividend distribution
Dividend distribution to the Company’s shareholders is recognised as a liability in the
Company’s financial statements in the period in which the dividends are approved by the
Company’s shareholders.
(e) Financial instruments
The Company is applying sections 11 and 12 of FRS 102 in respect of the recognition and
measurement of financial instruments. Financial assets and financial liabilities are recognised
in the Company’s balance sheet when the Company becomes party to the contractual
provisions of the instrument.
The Company classifies financial instruments, or their component parts, on initial recognition
as financial assets, financial liabilities or equity instruments according to the substance of the
contractual arrangements entered into.
(f) Financial equity
An equity instrument is any contract that evidences a residual interest in the assets of the
Company after deducting all of its liabilities. Equity instruments issued by the Company are
recorded as the proceeds received, net of direct issue costs.
(g) Financial liabilities
Financial liabilities are classified on initial recognition as either other financial liabilities
measured at amortised cost or at fair value through profit or loss.
1. Summary of significant accounting policies
Motorpoint Group Plc (the ‘Company’) is incorporated and domiciled in the United Kingdom
under the Companies Act 2006.
The Company is a public company limited by shares and is listed on the London Stock
Exchange; the address of the registered office is Champion House, Stephensons Way, Derby,
England, DE21 6LY. The principal activity of the Company is to provide the services of the
Directors to the Group and that of a holding company.
(a) Basis of preparation
These Company financial statements for the year ended 31 March 2025 have been prepared
in accordance with United Kingdom accounting standards including Financial Reporting
Standard 102, The Financial Reporting Standard applicable in the United Kingdom and
Republic of Ireland (“FRS 102”) and the Companies Act 2006. These financial statements are
prepared on a going concern basis, under the historical cost convention. The accounting
policies have been consistently applied to all the years presented, unless otherwise stated.
The Directors have performed the going concern review at a Group wide level reflecting that
the Company is intrinsically embedded to the activities and financing of the wider Group.
The Company is in a net current liability position; however as Motorpoint Limited is a wholly
owned subsidiary of the Company, those outstanding balances will not be settled unless
the Company has the means to repay. For further details of the going concern status of the
Group see pages 113 to 115.
The Company financial statements have been prepared in sterling which is the functional and
presentational currency of the Company.
As permitted under section 408 of the Companies Act 2006 an entity profit and loss is not
included as part of the published consolidated financial statements of Motorpoint Group Plc.
(b) Critical accounting judgements
The preparation of the financial statements requires management to exercise its judgement
in the process of applying the Group and Company accounting policies. There are no critical
estimates or judgements specific to the Company.
Notes to the company financial statements
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(j) Exemptions for qualifying entities under FRS 102
FRS 102 allows certain disclosure exemptions. The Company has taken the exemptions
under FRS 102 paragraphs 1.12 (b), (d) and (e) from including the preparation of a cash flow
statement and disclosure in relation to share-based compensation and key management
compensation, since equivalent disclosures are included in the consolidated financial
statements of the Group headed by Motorpoint Group Plc.
2. Employees and Directors
The Company has no employees other than Directors (FY24: none). Full details of the
Directors’ remuneration and interests are set out in the Remuneration Committee report on
pages 100 to 109.
Details of related party transactions including those with Directors and key management
remuneration including share-based payment are detailed in note 11. The shares beneficially
owned by the Directors of the Company are detailed in the Remuneration Committee report
on page 105.
3. Investments
2025
£m
2024
£m
At 1 April 103.3 102.3
Share-based payment charge 1.0 1.0
At 31 March 104.3 103.3
During the year, capital contributions of £1.0m (FY24: £1.0m) were made to its subsidiaries in
relation to share-based payments. Further details of the share-based payment schemes can
be found within note 34 of the consolidated financial statements.
Under IAS 36, the Company performs an annual assessment as to the existence of
impairment indicators. Management has not identified an indicator of impairment in FY25.
This has resulted in the conclusion that there is no impairment as at 31 March 2025.
1. Summary of significant accounting policies continued
(h) Share capital
Ordinary shares are classified as equity. Costs incurred in issuing equity are deducted from
the equity instrument.
(i) Employee benefits
Share-based compensation
Equity-settled share-based compensation to employees and others providing similar services
are measured at the fair value of the equity instruments at the grant date. The estimate is
measured using the Black-Scholes pricing model and excludes the effect of non market
based vesting conditions. Details regarding the determination of the fair value of equity-
settled share-based transactions are set out in note 34 of the Group’s financial statements.
The fair value determined at the grant date of the equity-settled share-based compensation is
recognised on a straight line basis over the vesting period, based on the Group’s estimates of
equity instruments that will eventually vest. At each balance sheet date, the Group revises its
estimate of the number of equity instruments expected to vest as a result of the effect of non
market based vesting conditions. The impact of the revision of the original estimates, if any,
is recognised in the statement of comprehensive income such that the cumulative expenses
reflect the revised estimate, with a corresponding adjustment to equity reserves.
SAYE share options granted to employees are treated as cancelled when employees cease to
contribute to the scheme. This results in accelerated recognition of the expenses that would
have arisen over the remainder of the original vesting period.
Cash settled share-based compensation to employees and others providing similar services
is measured at the fair value of the equity instruments at the grant date. A liability is
recognised at the current fair value determined at each balance sheet date and at settlement.
Notes to the company financial statements continued
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5. Financial instruments
Financial instruments utilised by the Company during the year ended 31 March 2025 may be
analysed as follows:
2025
£m
2024
£m
Financial liabilities measured at amortised cost 62.2 53.1
62.2 53.1
Financial instruments included within current assets and liabilities (excluding cash) are
generally short term in nature and accordingly their fair values approximate to their
bookvalues.
The Company’s financial liabilities are repayable on demand and therefore their fair value is
equal to their book value.
6. Called up share capital
The Company’s share capital and associated movements in the year are consistent with those
of the Group, as detailed within note 29 of the consolidated financial statements.
At 31 March 2025 the EBT held 4,284,253 (FY24: 1,618,010) ordinary shares of 1p each in the
Company, purchased at a market cost of £8.5m (FY24: £5.1m). Details of outstanding share
awards and options are shown in note 34 of the consolidated financial statements.
The Company does not have a limited amount of authorised capital.
7. Capital redemption reserve
The capital redemption reserve represents the purchase by the Company of its own shares
and comprises the amount by which distributable profits were reduced on these transactions
in accordance with s733 of the Companies Act 2006. £0.0m (FY24: £0.0m) was transferred
into the capital redemption reserve during the year in respect of shares purchased by the
Company and subsequently cancelled.
3. Investments continued
At 31 March 2025 the Company had the following 100% owned subsidiary companies all of
whom are registered in England and Wales. Motorpoint Limited is the only direct subsidiary.
Subsidiary undertaking Registered address
Principal
activity
Registered
number
Motorpoint Limited Champion House, Stephensons
Way, Derby, England, DE21 6LY
Motor
vehicle retail
03482801
Chartwell Leasing
Limited
1
Champion House, Stephensons
Way, Derby, England, DE21 6LY
Dormant 04100916
Auction 4 Cars
Limited
1
Champion House, Stephensons
Way, Derby, England, DE21 6LY
Dormant 09603690
Motorpoint Group Plc
Employee Benefit Trust
2
12 Castle Street, Jersey, JE2 3RT Employee
benefit scheme
Not
applicable
1. These subsidiary undertakings are entitled to exemptions under sections 476 and 480 of the Companies Act
2006 relating to dormant companies.
2. The EBT is consolidated in the financial statements of the Group on the basis that the Company has control
as detailed in note 2 to the consolidated financial statements.
4. Creditors: amounts falling due within one year
2025
£m
2024
£m
Amounts owed to Group undertakings 62.2 53.1
62.2 53.1
Amounts due to Group undertakings are repayable on demand, unsecured and non-interest
bearing. See note 9 for further details on borrowings.
Notes to the company financial statements continued
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8. Dividends
During the year no dividends were paid (FY24: £Nil).
The Board has proposed a final dividend of 1 pence per share with a cash cost of £0.9m
(FY24: £Nil) for the year ended 31 March 2025.
9. Borrowings
The Company’s borrowings are consistent with the loan facility provided by Santander, as
detailed within note 24 of the consolidated financial statements. As at the reporting date £Nil
of the revolving credit facility (FY24: £Nil) and £Nil of the overdraft (FY24: £Nil) was drawn
down.
10. Commitments and contingencies
Capital commitments
The Company had £Nil capital commitments at 31 March 2025 (FY24: £Nil).
Contingencies
There are no disputes with any third parties that would result in a material liability for the
Company.
The Company acts as guarantor over the Group’s £165.0m (FY24: £150.0m) stocking finance
facilities with Black Horse Limited and Lombard North Central Plc.
11. Related parties
During the year, a management charge of £2.1m (FY24: £1.7m) was received from Motorpoint
Limited in respect of services rendered.
During the year Motorpoint Limited paid interest of £0.4m (FY24: £0.6m) on behalf of the
Company.
On behalf of Motorpoint Group PLC, Motorpoint Limited paid Directors’ salaries and fees of
£1.4m (FY24: £1.7m) during the year and has recharged this to Motorpoint Group Plc.
At the year end the balance outstanding due to Motorpoint Limited totalled £62.2m
(FY24:£53.1m).
The Company grants share awards to employees of Motorpoint Limited as detailed in note
34 to the consolidated financial statements. As a result, a share-based payment charge of
£1.0m (FY24: £1.0m) as disclosed in the Company’s statement of changes in equity with a
corresponding increase in investments.
Notes to the company financial statements continued
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Introduction
We assess the performance of the Group using a variety of alternative performance
measuresthat are not defined under IFRS and are therefore termed non-GAAP measures.
Thenon-GAAP measures used are shown below.
The APMs we use may not be directly comparable with similarly titled measures used by
other companies.
Since the Board now focus on the statutory measure of cash and cash equivalents, the
previously disclosed APM of “Net cash excluding lease liabilities” has not been included in
the current year.
EBITDA
The Group utilises a range of alternative performance measures (‘APMs’) to assess its
performance and this document contains certain measures that are not defined or
recognised under IFRS. The Group considers EBITDA to be an APM that provide meaningful,
additional measure of Group performance. These measures have limitations, for example
may not be comparable across companies or may exclude recurring business transactions,
for example share-based payments.
The Group measures its overall performance by reference to EBITDA which is a non-IFRS
measure. Although we consider the APM relevant to management for assessing business
performance, we recognise the inherent limitations versus other GAAP measures. However,
management uses EBITDA as a measure for internal profitability as it adjusts for certain
non-recurring or non-cash items, and is therefore used to develop budgets and measure
performance against those budgets. While some non-cash items are recurring, management
finds the exclusion of these costs from EBITDA to be meaningful given they are not entirely
driven by the principal operational activity of the Group. Whilst management acknowledges
they may not be used in, or comparable across all companies, they are comparable with
similar firms within the motor industry.
EBITDA is defined as profit before taxation and exceptional items adjusted to exclude finance
expense, depreciation and amortisation.
Alternative performance measures ‘APMs’
2025
£m
2024
£m
Profit / (loss) before taxation and exceptional items 4.1 (8.2)
Finance expense 9.4 9.7
Depreciation 9.2 8.8
Amortisation 1.2 1.1
EBITDA 23.9 11.4
EBITDA increased to £23.9m in FY25, from £11.4m in FY24. The increase in EBITDA was driven
by retail volume growth and improved gross margin through the use of data and improved
stock management, as well as ancillary product performance which offset the impact of
lowerfinancecommissions.
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Glossary
Term Meaning
Adjusted basic Earnings per Share Earnings attributable to equity shareholders
adjusted for Exceptional Items/weighted average
number of ordinary shares during the year
Adjusted EBITDA Earnings Before Finance Expense, Tax,
Depreciation and Amortisation adjusted for
Exceptional Items
Adjusted diluted Earnings per Share Earnings attributable to equity shareholders
adjusted for Exceptionals/weighted average
number of ordinary shares during the year
adjusted for dilutive share options
Adjusted Operating Costs Operating Expenses before Exceptionals
Adjusted Operating Profit Operating Profit before Exceptionals
Adjusted Overheads Operating Expenses before Exceptionals
Adjusted PBT Profit Before Tax before Exceptionals
APM Alternative Performance Measure
Capital Employed Average of the opening and closing position of
the year for Net Assets adjusted for related party
balances and legacy EBT liability
DTR Disclosure Guidance and Transparency Rules
EBITDA Earnings Before Finance Expense, Tax,
Depreciation and Amortisation
EBITDAR Earnings Before Finance Expense, Tax,
Depreciation, Amortisation and Rent Costs
EBT Employee Benefit Trust
EPS Earnings per Share
FCA Financial Conduct Authority
FRC Financial Reporting Council
FTE Full Time Equivalent
GAAP Generally Accepted Accounting Practice
GP Gross Profit
GP/Adjusted Overheads Gross Profit/Operating Costs before Exceptionals
HMRC HM Revenue and Customs
Term Meaning
IAS International Accounting Standards
IFRS International Financial Reporting Standards
IPO Initial Public Offering
LIBOR London Interbank Offered Rate
LTIP Long Term Incentive Plan
NI National Insurance
NPS Net Promoter Score
OEM Original Equipment Manufacturer
Operating Cash Conversion Cash generated from operations/operating profit
PBT Profit Before Tax
PCI Payment Card Industry
PCP Personal Contract Purchase
PSP Performance Share Plan
PwC PricewaterhouseCoopers LLP
ROCE Return On Capital Employed, being Operating
Profit/Capital Employed
RSA Restricted Share Award
SAYE Save As You Earn
SIP Share Incentive Plan
Structural Debt Debt excluding stock finance facilities
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Shareholder information and advisors
Legal advisors
Pinsent Masons LLP
30 Crown Place
London EC2A 4ES
Registrar
MUFG Corporate Markets
Unit 10
Central Square
29 Wellington Street
Leeds
LS1 4DL
Financial PR
FTI Consulting
200 Aldersgate
Aldersgate Street
London EC1A 4HD
Tel: +44 20 3727 1000
Bankers
Santander UK Plc
2 Clumber Street
Nottingham NG1 3GA
Financial calendar
22 July 2025 Annual General Meeting
Early October 2025 Half Year Trading Update
November 2025 Interim Results Announcement
Registered office
Motorpoint Group Plc
Champion House
Stephensons Way
Derby DE21 6LY
United Kingdom
Company number
10119755
Company secretary
Chris Morgan
Joint stock brokers
Deutsche Numis Securities Limited
45 Gresham Street
London
EC2V 7QA
Shore Capital Stockbrokers Limited
Cassini House
57 St James’s Street
London SW1A 1LD
Share listing
MOTR.L 1 pence ordinary shares are listed on the London
Stock Exchange and are the only class of shares in issue
Independent Auditor
PricewaterhouseCoopers LLP
One Chamberlain Square
Birmingham
B3 3AX
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Shareholder information and advisors continued
Shareholder enquiries
Our registrars will be pleased to deal with any questions regarding your shareholdings on
0333 300 1950 (calls are charged at the standard geographic rate and will vary by provider)
or email shareholderenquiries@cm.mpms.mufg.com. Alternatively, you can access
www.signalshares.com where you can view and manage all aspects of your shareholding
securely including electronic communications, account enquiries or address amendments.
Investor relations website
The investor relations section of our website, www.motorpoint.co.uk/plc, provides further
information for anyone interested in Motorpoint. In addition to the Annual Report and
Accounts and share price, Company announcements including the full year results
announcements are also published there.
Cautionary note regarding forward-looking statements
Certain statements made in this Report are forward-looking statements. Such statements
are based on current expectations and assumptions and are subject to a number of risks and
uncertainties that could cause actual events or results to differ materially from any expected
future events or results expressed or implied in these forward-looking statements. They
appear in a number of places throughout this Report and include statements regarding the
intentions, beliefs or current expectations of the Directors concerning, amongst other things,
the Group’s results of operations, financial condition, liquidity, prospects, growth, strategies
and the business. Persons receiving this Report should not place undue reliance on forward-
looking statements. Unless otherwise required by applicable laws, regulations or accounting
standards, Motorpoint Group Plc does not undertake to update or revise any forward-looking
statements, whether as a result of new information, future developments or otherwise.
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Motorpoint Group Plc
Champion House
Stephensons Way
Derby
DE21 6LY
www.motorpoint.co.uk