2 Cheap Cars Group - Annual Report 2026

FOR THE
YEAR ENDED
31 MARCH
ANNUAL
REPORT

2
Annual Report for the year ended 31 March 2026.
CONTENTS
WHO WE ARE
FY26 IN REVIEW
KEY METRICS
BOARD AND MANAGEMENT
FINANCIAL SUMMARY
FINANCIAL STATEMENTS
STATEMENT OF CORPORATE GOVERNANCE
STATUTORY DISCLOSURES
CORPORATE DIRECTORY
4
6
10
12
14
20
52
62
67
32
On behalf of the Board and management of 2 Cheap Cars
Group Limited, we are pleased to present the Annual Report
for the financial year ended 31 March 2026.
Approved for and on behalf of the Board of Directors
Director Director
26 June 2026.

5
WHO
WE ARE
At 2 Cheap Cars, our commitment to delivering quality, affordable
vehicles to Kiwis remains as strong as ever.
As one of New Zealand’s leading used vehicle retailers, we continue to
set the standard for value and reliability, with a network of 10 dealerships
and a 4%1 share of the used vehicle market. In FY26, we proudly sold 7,239
vehicles, reinforcing our position as a trusted name in automotive retail.
What truly distinguishes us is our vertically integrated supply chain.
Our dedicated team in Japan meticulously sources, inspects, and selects
vehicles that align perfectly with the needs of New Zealand drivers.
Every car undergoes rigorous servicing, compliance checks, and
preparation at our Auckland hub before being distributed across our
retail network. This year, we further optimised our operations through a
renewed hybrid compliance strategy, blending in-house expertise with
strategic outsourcing to enhance efficiency and adaptability.
By maintaining direct oversight at every stage, we ensure operational
excellence, cost-effective processes, and a consistent commitment to
quality. Our mission – Driving Better Deals, Every Day – continues to
guide everything we do.
1 Source: Autofile – based on 2 Cheap Cars’ vehicle sales as a proportion
of dealer-to-public used cars sold between 1 April 2025 and 31 March 2026.
2831%44%
DAYS TO
SELL A CAR
FINANCE

PENETRATION
INSURANCE

PENETRATION
AUCKLAND
HAMILTON
TAURANGA
WELLINGTON
CHRISTCHURCH
83
FTE EMPLOYEESCARS SOLD
Annual Report for the year ended 31 March 2026.
7,239
4
10
DEALERSHIPS
X6

7
FY26 presented a demanding landscape for the used vehicle
sector, marked by rising regulatory costs, subdued consumer
sentiment, and broader economic headwinds that tempered
demand throughout much of the year. Despite these
challenges, 2 Cheap Cars delivered a robust performance,
achieving a net profit after tax (NPAT) of $3.2 million – meeting
the guidance issued in January 2026, which projected full-year
NPAT to surpass $3.0 million.

This result underscores the strength of our vertically integrated operating
model and the impact of key operational initiatives implemented over the
past year. Momentum gathered significantly in the second half, driven
by stronger vehicle margins, improved procurement conditions, and
outstanding finance and insurance performance.
Revenue and income remained steady at $81.7 million, a slight decline
of 0.3% f rom FY25, even as vehicle volumes softened and industry-wide
pricing pressures persisted. Total vehicle sales reached 7,239, compared
to 7,675 in FY25.
Profitability in FY26 was notably affected by higher carbon credit costs
under the Clean Car Standard, which reduced year-on-year NPAT by
approximately $1.7 million relative to FY25. However, adjustments
to carbon credit settings in the final quarter provided relief, with
reduced costs supporting profitability for vehicles imported and sold
under the revised f ramework.
The Group also delivered record-breaking finance and insurance
results, with the insurance penetration rate reaching an all-time
high of 44% (up f rom 36% in FY25) and the finance penetration
rate rising to 31% (up f rom 27% in FY25). This success was fuelled
by disciplined sales execution and a more stable consumer
financing environment.
Financially, the company maintained its strong footing,
generating $4.2 million in net operating cash inflow. In line
with our dividend policy, the Board declared a final gross
dividend of 3.99 cents per share, bringing total FY2026 gross
dividends to 6.14 cents per share.
REAR VIEW
MIRROR
FY26 IN REVIEW
STRATEGIC UPDATE
6
RETAIL FOOTPRINT
During FY26, the Group continued to
refine its retail footprint by consolidating
smaller or under-performing yards and
reallocating volume into larger, more
strategically located sites. The major
addition was the opening of the new
Sylvia Park flagship yard in August 2025,
which quickly became a meaningful
contributor to Group sales volumes. This
followed the FY25 launch of Greenlane at
620 Great South Road and reinforced the
Group’s shift toward larger-format, higher-
capacity retail locations.
This expansion was balanced by the
rationalisation of smaller sites. New Lynn
was closed following the expiry of its lease,
Westgate was subleased f rom September
2025, and Botany volumes were absorbed
into Sylvia Park following the earlier
temporary relocation of the Botany yard.
Palmerston North was also closed, with
its volumes absorbed into a new, larger
Wellington site located in Petone which
opened in December 2025.
2 Cheap Cars now operates 10 yards,
reflecting a deliberate strategy to improve
network efficiency, reduce exposure to
smaller under-performing sites, and drive
stronger volumes through higher-quality
retail locations.
STRENGTHENING
BRAND AND DIGITAL
ENGAGEMENT
The Group also continued to invest in
initiatives to enhance long-term capability
and customer engagement. Key efforts
during the year included:
• Increased investment in direct-to-
consumer marketing channels to
build stronger customer relationships
and reduce dependence on third-
party platforms.
• Strengthening brand capability to
reinforce our market position and
differentiate our offering.
• Enhancing digital customer
engagement initiatives to improve the
online experience and streamline the
car-buying process.
These strategic moves are expected to
reduce reliance on third-party listing
platforms over time, enabling us to better
control our brand narrative and customer
interactions.
By focusing on bigger, better-located
car yards and digital innovation, we are
confident in our ability to drive improved
sales efficiency, customer satisfaction, and
long-term profitability.
David Sena
CEO
Michael Stiassny
Chair
Annual Report for the year ended 31 March 2026.

98
HIGHLIGHTS
FY26
FY27
PRIORITIES
The Group enters FY27 with strong early trading
momentum and a continued focus on disciplined
execution, operational efficiency, direct-to-consumer
marketing, and balance sheet strength.
Looking ahead, 2 Cheap Cars is well positioned to benefit f rom
FY26 investments. The Sylvia Park branch will provide a full-year
contribution in FY27.
We are also strengthening our operating platform, with an increased
focus on Christchurch, including the establishment of dedicated
refurbishment capacity and additional operational leadership in
the region. In Auckland, we are rebalancing internal and external
compliance and refurbishment activity through the hub to improve
efficiency, control, and speed to market.
Further opportunities exist through digital capability, increased
own-channel lead generation, continued finance and insurance
contributions, and disciplined inventory management. The company
is also exploring further network opportunities to support future
volume growth and customer reach.
The new Sylvia Park site,
adjacent to IKEA, opened in
August 2025 and sold 849 cars
in FY26 (rising to over 1,000
cars by end of May 2026).
It is now consistently 2 Cheap
Cars’ highest-volume branch.
A new larger Wellington
branch opened in Petone
in December 2025.
Underperforming
branches (New Lynn,
Westgate, Palmerston
North) were closed with
volumes absorbed by
bigger, higher quality
locations.
FOR
Annual Report for the year ended 31 March 2026.
The Group’s strong balance sheet enabled
a significant shift toward direct purchasing
through its Japanese subsidiary.
This has reduced reliance on third-party
purchasing agent funding, while preserving
the Group’s direct oversight of vehicle selection,
inspection and procurement quality.

FY26
10
SUMMARY OF KEY RESULTS
UNDERLYING EPS
NET OPERATING
CASH INFLOW
7 CPS
$
4.2M
6.14 CPS
UNCHANGED FROM 7 CPS
DOWN $2.5M
f rom $6.7M
UP FROM 6.03 CPS
DOWN 0.3% f rom $82.0M
REVENUE AND INCOME
$
81.7M
$
8.1M
UP 1% f rom $8.0M
FY26 UNDERLYING EBITDA
$
17.4M
DOWN 2% f rom $17.8M
CONTRIBUTION MARGIN
$
3.2M
DOWN 3% f rom $3.3M
NPAT
FY26 GROSS DIVIDEND
11
Annual Report for the year ended 31 March 2026.

1213
Michael Stiassny
Independent Director | Chair
Michael has extensive business, financial and
strategic advisory experience and has enjoyed
a high-profile governance career. Michael is
currently the Chairman of Being AI Limited,
Momentum Life Insurance Limited and a director
of a number of privately held companies including
Tegel Group Holdings Limited.
With a keen interest in ensuring the justice system
is accessible to everyone, Michael is a Director of
leading New Zealand litigation funder, LPF Group
Limited. He also dedicates significant time to start
ups and championing entrepreneurship through
his involvement in Founders Advisory.
Michael holds both Commerce and Law degrees
f rom the University of Auckland and is a Chartered
Fellow and past President of the New Zealand
Institute of Directors.
Angus (Gus) Guerin
CFO
Gus has over two decades of finance experience,
working for various global, publicly listed
organisations.
After qualifying as a Chartered Accountant with
Ernst and Young (EY), Gus worked within Fonterra’s
performance reporting division before embarking
on a four-year stint in London where he held
multiple finance roles within US-listed company,
Wyndham Hotels. Since returning to New Zealand,
Gus has held senior finance roles with Treasury
Wines, British American Tobacco, and most
recently as CFO at ArchiPro.
David Sena
Executive Director | CEO
David founded 2 Cheap Cars in 2011 with a clear
vision to ensure New Zealanders could get a great
deal on top quality imported used cars. From
humble beginnings, David has worked tirelessly
to build the contacts and relationships necessary
to develop a fully integrated supply chain that
could successfully deliver on that vision.
Today, 2 Cheap Cars has successfully served
over 100,000 customers and David continues to
leverage his extensive networks and automotive
knowledge to profitably grow the business.  
David is proud to remain ‘hands on’ in the business
he loves, meeting the needs of 2 Cheap Cars’
customers and delivering results for his fellow
shareholders.
Gordon Shaw
Independent Director
Gordon is a professional director and business
advisor with over 20 years’ of experience in
management and governance across the
commercial transport, vehicle retail and regulatory,
and government sectors in New Zealand and
internationally.
Gordon is currently an Independent Trustee of the
Nelson Bays Primary Health Trust, Chair of ProMed
HR NZ Ltd, External Member of the Department
of Corrections (Ara Poutama Aotearoa) Audit and
Risk Committee, and Independent Deputy Chair
Te Koekoeā Committee for Council Controlled
Organisations for the Far North District Council.
He is also a chartered member of the New Zealand
Institute of Directors and a committee member of
the Institute’s Nelson Marlborough branch.
THE BOARD
AND MANAGEMENT
Annual Report for the year ended 31 March 2026.

1514
OPERATING REVENUE
• The 2 Cheap Cars Group’s revenue is primarily generated through its automotive retail operations.
Revenue is principally derived f rom the sale of used vehicles and f rom agent commissions relating
to the sale of third-party finance and insurance products. The Group also receives a small amount of
finance income f rom its residual loan book, which continues to run down.
• The Group recorded total revenue and income of $81.7 million for the year ended 31 March 2026,
broadly in line with FY25.
SALES OF EV/HEV
2 CHEAP CARS

HYBRID/ELECTRIC
VEHICLE GROWTH
Revenue f rom car sales increased slightly to $73.4 million, despite lower vehicle sales volumes,
reflecting stronger average retail pricing.
Finance and insurance agent commissions increased 17% to $7.9 million. This was a strong result
in a softer retail market and reflected improved sales discipline, a more stable consumer finance
environment, and record insurance penetration during the year. Finance penetration increased to
31%, while insurance penetration reached 44%, up f rom 36% in FY25.
Finance and interest income remained broadly stable at $0.4 million, notwithstanding the
continued run-down of the NZ Motor Finance loan book.
Other income reduced significantly f rom FY25, reflecting the prior year recognition of carbon
credit income that did not repeat in FY26. During FY26, the Group became a net user of carbon
credits, with credits utilised to offset Clean Car Standard obligations.
Hybrid and electric vehicles continued to make up a significant and growing proportion of the
Group’s sales mix in FY26.
For the full year, EV/HEV vehicles averaged approximately 60% of total vehicle sales, up f rom
approximately 50% in FY25. While the mix eased slightly in the final quarter, demand remained
strong across the year, reflecting both a clear customer preference for more fuel-efficient vehicles
and the Group’s ability to adjust sourcing through its direct procurement capability in Japan.
This shift highlights the importance of maintaining a flexible sourcing model and a product mix
that reflects customer affordability, fuel-efficiency preferences and the ongoing impact of Clean
Car Standard settings.
20262025Change %
$000$000
Sale of cars 73,386 73,065 0.4%
Finance & insurance agent commissions 7,874 6,735 17%
Finance & interest income 384 370 4%
Revenue and income 81,644 80,170 2%
Other income 70 1,795
Total revenue and income 81,714 81,965 (0.3%)
20262025Change %2026 Mix
%
Petrol vehicles 2,829 3,802 (26%)39%
EV / HEV vehicles 4,410 3,873 14%61%
Total vehicles sold 7,239 7,675 (6%)100%
FINANCIAL
SUMMARY
Annual Report for the year ended 31 March 2026.
Q1Q2Q3Q4
FY26
65%
40%
45%
50%
55%
60%
FY25
FY24
55%
58%
60%
57%
48%
46%48%
56%
54%
63%62%
61%

1716
Annual Report for the year ended 31 March 2026.
NZ MOTOR FINANCE LOAN BOOK
The NZ Motor Finance loan book continued to run down during FY26.
The value of the loan book reduced f rom $0.7 million at 31 March 2025 to $0.2 million at 31 March
2026, while the number of active loans reduced f rom 98 to 71.
No new lending occurred during the year, with the business continuing to focus on collecting
outstanding loan receivables and managing the remaining book through to completion.
The loan book is now small relative to the Group’s overall operations and will continue to reduce
over time.
20262025Change
$000$000%
$ Value of loan book 156 671 (76.8%)
Number of active loans71 98 (27.6%)
CONTRIBUTION MARGIN
Contribution margin for FY26 was $17.4 million, down 2% f rom $17.8 million in FY25.
The decline reflected ongoing margin pressure across the used vehicle sector, including the impact
of elevated Clean Car Standard carbon credit costs during much of the year. These costs were most
pronounced in the first half and had a material impact on year-on-year profitability.
Despite these pressures, the Group delivered a stronger second-half trading performance,
supported by improved procurement conditions in Japan, stronger vehicle margins, disciplined
pricing and operational efficiencies.
Gross margin percentage reduced slightly f rom 22% to 21%, reflecting the continued impact of
regulatory cost pressures. However, the modest decline in contribution margin, despite challenging
market conditions, demonstrates the resilience of the Group’s vertically integrated operating
model.
20262025Change
$000$000%
Revenue and income 81,714 81,965 (0.3%)
Contribution margin 17,442 17,791 (2%)
Gross margin %21.3%21.7%(0.4%)
FINANCIAL SUMMARY
Continued
NET PROFIT AFTER TAX (NPAT)
FINANCIAL RESULTS
The Group reported NPAT of $3.2 million for FY26, down 3% f rom $3.3 million in FY25.
The result was achieved in a challenging market environment, with softer consumer demand, lower
vehicle volumes and elevated Clean Car Standard costs impacting profitability. Carbon credit costs
had a material year-on-year impact, particularly compared with FY25, which benefited f rom the
recognition of carbon credit income.
These headwinds were partly offset by improved second-half trading momentum, stronger vehicle
margins, higher finance and insurance penetration, and continued operating cost control. Revenue
and income remained steady at $81.7 million, while contribution margin reduced by 2% to $17.4
million. Operating expenses reduced by 5% to $9.4 million, reflecting continued cost discipline across
the business.
Depreciation and amortisation increased by 10%, reflecting the Group’s investment in its retail
network, systems and operating platform.
Underlying NPAT was also $3.2 million, with no non-recurring costs or one-off items recognised
during the year. Overall, the FY26 result demonstrates the resilience of the Group’s operating model,
with the business maintaining profitability and delivering a result in line with recent guidance.
20262025Change
$’000$'000%
Revenue and income 81,644 80,170 2%
Sundry income 70 1,795
Total revenue and income 81,714 81,965 (0.3%)
Contribution margin 17,442 17,791 (2%)
Other operating expenses 9,352 9,814 (5%)
Net interest 754 739 2%
Depreciation & amortisation 2,907 2,650 10%
Non-recurring costs - - N/A
Total operating expenses 13,013 13,203 (1%)
Earnings before taxation 4,429 4,588 (3%)
Earnings before tax margin5.4%5.6% (3%)
Taxation 1,241 1,288 (4%)
Net profit after tax 3,188 3,300 (3%)
3.9%4.0% (3%)
Earnings before taxation 4,429 4,588 (3%)
Net consideration f rom re-assignment of leases - - N/A
Non-recurring costs - - N/A
Underlying earnings before taxation 4,429 4,588 (3%)
Net profit after tax 3,188 3,300 (3%)
One off items net of tax - - N/A
Underlying net profit after tax 3,188 3,300 (3%)
Underlying net profit after tax margin3.9%4.0% (3%)

1918
Annual Report for the year ended 31 March 2026.
DIVIDEND
CASH FLOW
Underlying EBITDA increased 1% to $8.1 million in FY26, compared with $8.0 million in FY25.
This improvement was achieved despite lower vehicle volumes and elevated regulatory cost pressure,
reflecting stronger second-half vehicle margins, improved procurement conditions, higher finance
and insurance income, and disciplined cost management.
The underlying EBITDA margin increased slightly to 9.9%, compared with 9.7% in FY25.
Underlying earnings per share were 7 cents per share, unchanged f rom FY25.
The Board declared a final gross dividend of 3.99 cents per share, bringing total FY26 gross
dividends to 6.14 cents per share. The final dividend represents approximately 60% of second-half
NPAT and is consistent with the Group’s stated dividend policy.
The dividend reflects the Board’s confidence in the Group’s financial position, balance sheet
strength, and ability to continue generating positive operating cash flows while maintaining
sufficient liquidity for future growth.
Cash flow f rom operating activities was $4.2 million for FY26, compared with $6.7 million in FY25.
The reduction primarily reflected increased investment in inventory during the year, as the Group
continued to take advantage of direct purchasing opportunities through its Japanese sourcing
operation. Inventory increased to $18.0 million at 31 March 2026, supporting vehicle supply and
customer choice across the retail network.
Free cash flow was $3.7 million, compared with $6.4 million in FY25. Investing cash outflows were
slightly higher than the prior year. In FY25, the Group invested $1.3 million in its retail network;
however, this was partially offset by a one-off reduction in lease guarantee deposits following the
Group’s new funding agreement with ANZ.
Cash and cash equivalents were $3.8 million at year end. The Group remained compliant with all
banking covenants and maintained a strong liquidity position.
20262025Change
$000$000%
Earnings before taxation 4,429 4,588 (3%)
Net consideration f rom re-assignment of leases - -
Non-recurring costs - -
Underlying earnings before taxation 4,429 4,588 (3%)
Interest expense 754 739 2%
Underlying earnings before interest and taxation 5,183 5,327 (3%)
Depreciation & amortisation 2,907 2,650 10%
Underlying earnings before interest, taxation, depreciation and amortisation 8,090 7,9771%
Underlying EBITDA margin9.9%9.7%0.2%
20262025Change
$000$000%
Proceeds from sale of goods 81,070 80,464 1%
Payments to suppliers & employees(75,282) (72,390) 4%
Other operating activities(2,346) (2,342) 0%
Underlying cash flows from retail operating activities 3,442 5,732 (40%)
Proceeds f rom loan receipts 732 995 (26%)
Cash flows from operating activities 4,174 6,727 (38%)
Net purchase & proceeds of property, plant & equipment(490) (332) 48%
Investing cash flow(490) (332) 48%
Free cash flow 3,684 6,395 (42%)
Borrowing repaid(186) (563) (67%)
Dividends paid(1,689) (2,915) (42%)
Other financing activities(2,906) (2,549) 14%
Cash flows from financing activities(4,781) (6,027) (21%)
Net cash flow(1,097) 368 (398%)
Effect of exchange rate(409) 303 (235%)
Cash & cash equivalents 3,838 5,344 (28%)
EARNINGS BEFORE INTEREST, TAXATION, DEPRECIATION
AND AMORTISATION (EBITDA)
FINANCIAL SUMMARY
Continued
EXPLANATION
The Financial Summary section should be read in conjunction with the consolidated financial
statements and related notes contained within this Annual Report. This commentary may include
information regarding plans and strategies that may involve risks and uncertainties.
All figures are represented in New Zealand dollars (NZD), except where indicated. References to
“this period” or “FY26” are to the year ended 31 March 2026. References to the “prior period” or
“FY25” are to the year ended 31 March 2025.
Non-GAAP measures have been included as management considers that they provide useful
information for readers of the Annual Report to assist in understanding the Company’s financial
performance. Non-GAAP measures should not be viewed in isolation or considered as substitutes
for measures reported in accordance with New Zealand equivalents to International Financial
Reporting Standards (NZ IFRS).
DRIVING

BETTER

DEALS

EVERY DAY

2120
Annual Report for the year ended 31 March 2026.
Independent auditor's report
CONSOLIDATED FINANCIAL STATEMENTS
Statement of profit or loss and other comprehensive income
Statement of financial position
Statement of changes in equity
Statement of cash flows
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1. Reporting entity
2. Basis of preparation
3. Material accounting policies
PERFORMANCE
4. Revenue f rom contracts with customers
5. Sundry income
6. Segment reporting
7. Determination of fair values
8. Finance expenses
9. Key operating expenses
10. Earnings per share
11. Dividends
CURRENT ASSETS
12. Cash and cash equivalents
13. Inventories
TRADE LIABILITIES & TAX
14. Trade and other receivables
15. Trade and other payables
16. Leases
17. Employee benefit liabilities
18. Income tax
19. Imputation credits
FUNDING AND RISK
20. Borrowings
21. Share capital
22. Related parties
23. Financial instruments
NON CURRENT ASSETS
24. Property plant & equipment
OTHER
25. Notes supporting statement of cash flows
26. Intangible assets
27. Contingent liabilities
28. Subsequent events
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30
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30
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40
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40
40
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41
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50
50
FINANCIAL
STATEMENTS
FOR THE YEAR
ENDED 31 MARCH
20
Annual Report for the year ended 31 March 2026.

Key Audit Matters
Key audit matters are those matters that, in my professional judgement, were of most significance in my audit
of the consolidated financial statements of the current year. These matters were addressed in the context of
my audit of the consolidated financial statements as a whole, and in forming my opinion thereon, and I do
not provide a separate opinion on these matters.

Why the audit matter is significant How my audit addressed the key audit matter
Revenue recognition

The Group has recognised revenue of
$81.6m (FY 2025: $80.2m) (Note 4). 2CC
Group’s net sales comprises revenue
from the sale of cars, insurance agent
commissions and finance agent
commissions.

Revenue is recognised when the control
associated with a good or service (or in
aggregate thereof) representing a
distinct performance obligation is
transferred from the Group to the
customer.

There are a number of factors that could
affect this reported amount, including
the risk for revenue recognition policies
being incorrectly applied or recognised
in an incorrect period. This presents a
key audit matter due to the financial
significance and nature of net sales in
the financial statements.
To address the risk associated with revenue
recognition, the following audit procedures were
carried out:
• Evaluated the design of management's internal
controls related to revenue recognition.
• Reviewed revenue recognition policies for
appropriateness and compliance with relevant
accounting standards.
•
Selected a sample of transactions and
inspected supporting sales documentation,
cash received and assessed whether all criteria
related to revenue recognition have been met
before being recognised as revenue.
• Reviewed credit notes posted after year end to
ascertain revenue recognition during the year.
•
Performed revenue cut off procedures by
selecting revenue samples before and after
year end and testing that revenue is recorded
in the correct period.
• Reviewed manual revenue journals as part of
the journal entry testing process.
• Assessed the reasonability and completeness
of the revenue related disclosures to test
compliance with the requirements of the
accounting standards.

Information Other than the Consolidated Financial Statements and Auditor’s Report thereon
The Directors are responsible for the annual report, which includes information other than the consolidated
financial statements and auditor’s report.
My opinion on the consolidated financial statements does not cover the other information and I do not
express any form of audit opinion or assurance conclusion thereon.
In connection with my audit of the consolidated financial statements, my responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or my knowledge obtained in the audit, or otherwise appears to be
materially misstated.
2322







Independent Auditor’s Report
To the Shareholders of 2 Cheap Cars Group Limited

Opinion
I have audited the consolidated financial statements of 2 Cheap Cars Group Limited (“the Company”) and its
subsidiaries (“the Group”), which comprise:
• the consolidated statement of financial position as at 31 March 2026;
• the consolidated statement of profit or loss and other comprehensive income, consolidated
statement of changes in equity and consolidated statement of cash flows for the year then ended;
and
• the notes to the consolidated financial statements, including a summary of material accounting
policies.
I am a partner with UHY Haines Norton Chartered Accountants Sydney (the Firm) and I have used the staff
and resources of the Firm to perform the audit of the Group.

In my opinion, the accompanying consolidated financial statements present fairly, in all material respects, the
consolidated financial position of the Group as at 31 March 2026, and its consolidated financial performance
and its consolidated cash flows for the year then ended in accordance with New Zealand Equivalents to
International Financial Reporting Standards (“NZ IFRS”) issued by the New Zealand Accounting Standards
Board and IFRS Accounting Standards (“IFRS”) issued by the International Accounting Standards Board.

Basis for Opinion
I conducted my audit in accordance with International Standards on Auditing (New Zealand) (“ISAs (NZ)”)
issued by the New Zealand Auditing and Assurance Standards Board. My responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial
Statements section of my report.

I am independent of the Group in accordance with Professional and Ethical Standard 1 International Code of
Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand) issued by
the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International Independence
Standards) (IESBA Code), and I have fulfilled my other ethical responsibilities in accordance with these
requirements and the IESBA Code.

I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my opinion.
Other than in my capacity as auditor, neither I, the firm nor the firm’s staff have a relationship with, or
interests in, the Group.

Annual Report for the year ended 31 March 2026.

2524

If, based upon the work I have performed, I conclude that there is a material misstatement of this other
information, I am required to report that fact. I have nothing to report in this regard.
Directors’ Responsibilities for the Consolidated Financial Statements
The Directors are responsible on behalf of the Group for the preparation and fair presentation of the
consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the
Directors determine is necessary to enable the preparation of consolidated financial statements that are free
from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible on behalf of the Group for
assessing the Group’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 to cease operations, or have no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
My objective is to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes my opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an
audit conducted in accordance with ISAs (NZ) 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
consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the consolidated financial statements is
located on the External Reporting Board’s website at: https://www.xrb.govt.nz/standards/assurance-
standards/auditors-responsibilities/audit-report-1-1/

This description forms part of my auditor’s report.

Restriction on use of my report
This report is made solely to the Group’s shareholders, as a body. My audit work has been undertaken so that
I might state to the Group’s shareholders, as a body those matters which I am required to state to them in an
auditor’s report and for no other purpose. To the fullest extent permitted by law, I do not accept or assume
responsibility to anyone other than the Group and the Group’s shareholders, as a body, for my audit work,
for this report or for the opinion I have formed.


Vikas Gupta
Audit Partner - UHY Haines Norton Chartered Accountants Sydney
Signed at Sydney, Australia on 26 June 2026


Annual Report for the year ended 31 March 2026.

2726
Annual Report for the year ended 31 March 2026.
2 CHEAP CARS GROUP LIMITED
Consolidated statement of profit or loss and other comprehensive income
For the year ended 31 March 2026
NoteMAR 2026MAR 2025
$'000$'000
Revenue
Revenue and income4 81,644 80,170
Sundry income5 70 1,795
Expenses
Cost of sales(64,272) (64,174)
Administration expenses(2,699) (3,155)
Advertising expenses(2,552) (2,339)
Depreciation & amortisation expenses(2,907) (2,650)
Employee benefits(3,202) (3,390)
Finance expenses8(754) (739)
Property expenses(899) (930)
Profit before income tax 4,429 4,588
Income tax expense18(1,241) (1,288)
Profit for the period 3,188 3,300
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Translation of foreign operations(409) 303
Total other comprehensive income(409) 303
Total comprehensive income for the period 2,779 3,603
Earnings per share
Basic earnings per share 10 0.07 0.07
Diluted earnings per share 10 0.07 0.07
The accompanying notes form part of these consolidated financial statements.
The accompanying notes form part of these consolidated financial statements.
NoteMAR 2026MAR 2025
$'000$'000
Equity
Share capital21 39,344 39,344
Amalgamation reserve(35,956) (35,956)
Foreign currency translation reserve(260) 148
Retained earnings 19,024 17,525
Total equity 22,152 21,061
Current liabilities
Trade and other payables15 2,880 3,214
Employee benefit liabilities17 909 862
Borrowings20 126 114
Income tax payable 671 459
Related party payable22 - 10
Lease liability16 2,288 2,084
Other current liabilities 5 14
Total current liabilities 6,879 6,757
Non-current liabilities
Lease liability16 6,689 5,598
Borrowings20 625 823
Total non-current liabilities 7,314 6,421
Total equity and liabilities 36,345 34,239
Current assets
Cash and cash equivalents12 3,838 5,344
Derivative financial assets 7 38
Trade and other receivables14 289 192
Other current assets14 1,762 882
Loans receivable 106 385
Inventories13 18,041 14,932
Total current assets 24,043 21,773
Non-current assets
Other non-current assets 947 896
Plant, property and equipment24 2,573 2,708
Intangible assets26 141 1,589
Loans receivable 50 286
Deferred tax asset18 633 133
Right-of-use assets16 7,958 6,854
Total non-current assets 12,302 12,466
Total assets 36,345 34,239
Approved on behalf of the Board on 28th May 2026
DirectorDate28 May 2026
DirectorDate28 May 2026
2 CHEAP CARS GROUP LIMITED
Consolidated statement of financial position
As at 31 March 2026

2928
Annual Report for the year ended 31 March 2026.
2 CHEAP CARS GROUP LIMITED
Consolidated statement of cash flows
For the year ended 31 March 2026
MAR 2026MAR 2025
$'000$'000
Cash flows from operating activities
Cash receipts f rom customers 81,070 80,464
Cash paid to suppliers and employees(75,282) (72,390)
Interest received 120 133
Interest paid - retail operations(38) (80)
Tax paid / received(2,428) (2,395)
Net cash inflow from operating activities before changes in
operating assets and liabilities
3,442 5,732
Proceeds f rom loan receivables 732 995
Net cash inflow from operating activities 4 ,174 6,727
Cash flows from investing activities
Proceeds f rom sale of property, plant and equipment - 36
Purchase of property, plant and equipment(320) (1,312)
Purchase of intangible assets(120) (3)
Decrease / (increase) in lease guarantee deposits(50) 947
Net cash outflow from investing activities(490)(332)
Cash flows from financing activities
Dividend paid(1,689) (2,915)
Interest paid - finance operations(685) (550)
Net (repayment) /proceeds of borrowings(186) (563)
Principal elements of lease payments(2,221) (1,999)
Net cash outflow from financing activities(4,781) (6,027)
Net increase/(decrease) in cash and cash equivalents(1,097) 368
Cash and cash equivalents at beginning of period 5,344 4,673
Effect of exchange rate(409) 303
Cash and cash equivalents at end of period 3,838 5,344
The accompanying notes form part of these consolidated financial statements.
2 CHEAP CARS GROUP LIMITED
Consolidated statement of changes in equity
For the year ended 31 March 2026
The accompanying notes form part of these consolidated financial statements.
Share
capital

$’000
Retained
earnings

$’000
Foreign
currency
translation
reserve
$’000
Amalgamation
reserve
$’000
Total equity/
(accumulated
losses)
$’000
Balance as at 01 April 2024 39,344 17,140 (155) (35,956) 20,373
Profit for the period - 3,300 - - 3,300
Translation of foreign operations - - 303 - 303
Total comprehensive income for the period
-
3,300 303 - 3,603
Dividend paid - (2,915) - - (2,915)
Total transactions with owners of the Group - (2,915) - - (2,915)
Balance as at 31 March 2025 39,344 17,525 148(35,956) 21,061
Balance as at 01 April 2025 39,344 17,525 148(35,956) 21,061
Profit for the period - 3,188 - - 3,188
Translation of foreign operations - - (409) - (409)
Total comprehensive income for the period - 3,188(409) - 2,779
Dividends paid - (1,689) - - (1,689)
Total transactions with owners of the Group - (1,689) - - (1,689)
Balance as at 31 March 2026 39,344 19,024(260)(35,956) 22,152

3130
Annual Report for the year ended 31 March 2026.
Notes to the financial statements
1. Reporting entity
2 Cheap Cars Group Ltd (the Company) is a company domiciled in New Zealand.
The Company is incorporated in New Zealand, registered under the Companies Act 1993 and is publicly traded on the
New Zealand Stock Exchange.
These consolidated financial statements comply with the requirements of the Companies Act 1993 and the Financial
Markets Conduct Act 2013.
These consolidated financial statements as at 31 March 2026 comprise the Company and its subsidiaries: 2 Cheap Cars
Limited, NZ Motor Finance Limited, 2CC International Limited, 2 Cheap Rental Cars Limited, Car Safety NZ Limited and
Car Plus K.K. (collectively, the Group).
2. Basis of preparation
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance with Generally Accepted Accounting
Practice in New Zealand (GAAP) and the requirements of the Financial Markets Conduct Act 2013.
These financial statements comply with New Zealand equivalents of International Financial Reporting Standards
(NZ IFRS). As such, they also comply with International Financial Reporting Standards (IFRS).
(b) Basis of measurement
The consolidated financial statements have been prepared on the historical cost basis except that certain assets and
liabilities are measured at fair value where stated under their specific accounting policies.
• Derivative financial instruments (Note 23)
(c) Functional and presentation currency
These consolidated financial statements for the Group are presented in New Zealand dollars ($), which is the Group's
functional and the Group's presentation currency. All financial information presented has been rounded to the
nearest thousand dollars.
(d) Going concern
The Directors consider that the Group is a going concern and the consolidated financial statements have been
prepared on that basis.
(e) Critical accounting estimates and judgements
The preparation of the consolidated financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income
and expenses. Actual results may differ f rom these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimates are revised and in any future periods affected.
(f) Changes in accounting policies
No changes in accounting policies were made this financial year.
(g) Changes in accounting estimates
During the year management updated its estimates of expected loss provisions and the discount rate applied to
loans.
(h) New / amended accounting standards
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by
the External Reporting Board ('XRB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early
adopted. New Zealand equivalents to International Financial Reporting Standards ('NZ IFRS') that have recently
been issued or amended but are not yet mandatory, have not been early adopted by the consolidated entity for the
annual reporting period ended 31 Mar 2026. The consolidated entity has not yet assessed the impact of these new or
amended Accounting Standards and Interpretations.
a) Basis of consolidation
Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to,
variable returns f rom its involvement with the entity and has the ability to affect those returns through its power over
the entity. The financial statements of subsidiaries are included in the consolidated financial statements f rom the
date that control commences.
The consolidated financial statements present the results of the Company and its subsidiaries (“the Group”) as if they
formed a single entity. Intra-group transactions and balances are therefore eliminated in full.
Subsidiaries are fully consolidated f rom the date on which control is transferred to the Group. They are deconsolidated
f rom the date that control ceases.
Subsidiaries
The subsidiaries of 2 Cheap Cars Group Ltd, all of which have been included in these consolidated financial
statements, are as follows:
3. Material accounting policies
The Group has applied the same accounting policies and methods of computation in these financial statements as its
previous annual financial statements, except for those detailed in note 2(f) and (g) above.
Details of the Group’s material accounting policies are provided below.
In preparing the consolidated financial statements, all intercompany balances, transactions, unrealised gains and
losses resulting f rom intra-group transactions and dividends have been eliminated in full.
(b) Foreign currency
(i) Foreign currency transactions
Transactions in foreign currencies are translated to the functional currency at exchange rates at the dates of the
transactions. Foreign currency differences arising f rom settlement at a different exchange rate are recognised in
profit or loss.
(ii) Foreign currency monetary assets and liabilities
At balance date, foreign monetary assets and liabilities are translated to the functional currency at the closing rate
and exchange variations are recognised in profit or loss.
(iii) Foreign currency non-monetary assets and liabilities
Foreign non-monetary assets and liabilities that are measured based on historical costs are translated using the
exchange rate at the date of the transactions. Any foreign currency difference arising due to translating to functional
currency are recognised in profit or loss.
(c) Revenue
The specific revenue recognition policies associated with the Group’s distinct performance obligations (as presented
in Note 4) are detailed below:
(i) Vehicles sold
Revenue is recognised at a point-in-time, with the transfer of control determined as the point the purchaser takes
final physical possession of the vehicle.
(ii) Insurance policies
Commission revenue is recognised on an agent basis at a point-in-time, with the transfer of control determined
at the point the end customer enters into a signed insurance policy with the insurance provider (principal). As the
uncertainty associated with any commission clawbacks is resolved, previously deferred revenue recognised as
contract liabilities is released and recognised as revenue.
(iii) Sale of scrap parts
Revenue is recognised at a point-in-time, with the transfer of control determined as the point that the purchaser
takes final physical possession of the scrap parts.
NameCountry of incorporation and
principal place of business
Proportion of ownership interest
MAR 2026MAR 2025
2 Cheap Cars LimitedNew Zealand100%100%
NZ Motor Finance LimitedNew Zealand100%100%
2CC International LimitedNew Zealand100%100%
2 Cheap Rental Cars LimitedNew Zealand100%100%
Car Safety NZ LimitedNew Zealand100%100%
Car Plus K.KJapan100%100%

3332
Annual Report for the year ended 31 March 2026.
(iv) Commissions received (booking fee, sales, finance)
Revenue is recognised on an agent basis at a point-in-time, with the transfer of control determined as the point
the end customer enters into a signed finance agreement with the finance provider (principal). As the uncertainty
associated with any commission clawbacks is resolved, previously deferred revenue recognised as contract liabilities is
released and recognised as revenue.
(v) Interest revenue calculated using the effective interest method
Interest revenue comprises interest on loans receivable and cash and cash equivalents. Interest revenue is recognised
based on the effective interest method.
Performance obligations and timing of revenue recognition
"Revenue is measured based on the consideration to which the Group expects to be entitled to, excluding amounts
collected on behalf of third parties and net of rebates, discounts and payments to customers that are not in
consideration for separate goods or services provided. This represents the fair value of total consideration payable,
including both cash and in the case of vehicles sold, any vehicle trade-ins.
Where the ultimate transaction price receivable is subject to variability (such as in the case of vehicle returns or
clawbacks on commissions) revenue is recognised only to the extent that it is highly probable that the revenue
recognised would not be subsequently reversed.
Revenue is recognised when the control associated with a good or service (or in aggregate thereof) representing a
distinct performance obligation is transferred f rom the Group to the customer.
Where a single contract contains two or more distinct performance obligations, the total transaction price of the
contract is allocated between the separate performance obligations based on their stand-alone sales prices, and
represents the revenue to be recognised with respect to that separate performance obligation.
Revenue is recognised on an over-time basis subject to meeting specific criteria, otherwise, revenue is recognised at a
point-in-time , being the point that the customer obtains control of the good or service subject to various indicators.
Payment received f rom customers before revenue is recognised and presented as a “Contract liability” in the
consolidated statement of financial position.
Receivables resulting f rom revenue being recognised before the Company is able to contractually invoice for the
goods or services provided is recognised and presented as a “Other current asset” in the consolidated statement of
financial position.
The Group recognises revenue on a net basis as an “Agent” (rather than on a gross basis as “Principal”) when
(i) it is not the party primarily responsible for fulfilling to provide goods or services to the end customer,
(ii) when it does not assume the (inventory) risk of the goods or services, and/or
(iii) it does not have discretion in setting the price payable by the end customer.
(d) Insurance contracts
NZ IFRS 17 Insurance contracts provides a scope exception for certain contracts that provide waivers (forgiveness)
of loan balances upon the occurrence of specified events. Rather than accounting for these waivers as insurance
contracts, the scope exemptions permits the Group to elect to account for such loans entirely as financial instruments.
The Group has elected to apply this scope exemption.
(e) Tax
Tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in profit or loss, except
to the extent that they relate to items recognised directly in equity or in other comprehensive income. In such cases,
the tax is also recognised directly in equity or in other comprehensive income, respectively.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous
years. Current tax also includes any tax liability arising f rom the declaration of dividends.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities
for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for:
(i) temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss,
(ii) temporary differences arising on the initial recognition of goodwill; and
(iii) temporary differences related to investments in subsidiaries and jointly controlled entities to the extent that the
timing of the reversal of the temporary differences is controlled by the Group and it is probable that they will not
reverse in the foreseeable future.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse,
using tax rates enacted or substantively enacted at the reporting date.
In determining the amount of current and deferred tax the Group takes into account the impact of uncertain tax
positions and whether additional taxes and interest may be due. The Group believes that its accruals for tax liabilities
are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and
prior experience.
This assessment relies on estimates and assumptions and may involve a series of judgements about future events. New
information may become available that causes the Group to change its judgement regarding the adequacy of existing
tax liabilities; such changes to tax liabilities will impact tax expense in the period that such a determination is made.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and
assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax
entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be
realised simultaneously.
A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to the
extent that it is probable that future taxable profits will be available against which they can be utilised. Deferred tax
assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related
tax benefit will be realised.
(f) Employee benefits
(i) Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits and accumulating annual leave that are expected
to be settled wholly within 12 months after the end of the period in which the employees render the related service
are recognised in respect of employees’ services up to the end of the reporting period and are measured at the
amounts expected to be paid when the liabilities are settled.
These include salaries and wages accrued up to the reporting date and annual leave earned, but not yet taken at the
reporting date. The Group recognises a liability and an expense for bonuses where they are contractually obliged or
where there is a past practice that has created a constructive obligation.
(ii) Defined contribution plans (Kiwisaver etc.)
Contributions to defined contribution plans are recognised in the consolidated statement of profit or loss and other
comprehensive income in the year to which they relate.
(g) Property, plant and equipment
(i) Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated
impairment losses.
Cost includes expenditure that is directly attributable to the acquisition of the asset.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
Any gain or loss on disposal of an item of property, plant and equipment (calculated as the difference between the net
proceeds f rom disposal and the carrying amount of the item) is recognised in profit or loss.
(ii) Subsequent expenditure
Subsequent expenditure is capitalised only when it is probable that the future economic benefits associated with the
expenditure will flow to the Group. Ongoing repairs and maintenance is expensed as incurred.
(iii) Depreciation
For plant and equipment, depreciation is based on the cost of an asset less its residual value. Significant components of
individual assets that have a useful life that is different f rom the remainder of those assets are depreciated separately.
Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each component of
an item of property, plant and equipment.
The useful lives and depreciation method used for significant items of property, plant and equipment are as follows:
Depreciation methods, useful lives and residual values are reviewed at reporting date and adjusted if appropriate.
Leasehold improvements 6.0% - 30.0% SL
Furniture and fittings 6.0% - 30.0% SL
Motor vehicles 7.0% - 40.0% SL
Computer equipment 7.0% - 67.0% SL
Workshop equipment 7.0% - 67.0% SL

3534
Annual Report for the year ended 31 March 2026.
(h) Inventories
Inventories are measured at the lower of cost and net realisable value with due allowance for any damaged and obsolete
stock items. The cost of inventories is based on the first-in first-out principle and includes expenditure incurred in
acquiring the inventories and other costs incurred in bringing them to their existing location and condition.
Vehicles acquired via trade-in f rom car sales with customers are initially measured at their trade-in date fair value.
(i) Financial instruments
The Group recognises financial instruments when it becomes a party to the contractual provisions of the instrument.
Financial instruments are initially measured at fair value. For those financial instruments that are classified as
amortised cost this includes directly attributable transaction costs. For those financial instruments classified as at
fair value through profit or loss, any directly attributable transaction costs are expensed in profit or loss as incurred.
Financial liabilities are measured net of transaction costs.
(i) Financial assets – classification and subsequent measurement
Financial assets are classified based on whether their repayments represent solely payments of principal and interest
(SPPI), and whether the instrument is held to collect those repayments, and/ or to be sold.
At amortised cost
These financial assets represent those held to collect SPPI, and include: Trade and other receivables; Loans receivable
(those that do not include waiver clauses); Cash and cash equivalents (including cash in hand, deposits held at call
with banks).
These financial assets are subsequently measured at amortised cost using the effective interest rate method, less
impairment.
Impairment allowances for trade receivables
Are recognised based on the simplified approach within NZ IFRS 9 using a provision matrix in the determination of
the lifetime expected credit losses. On confirmation that the trade receivable will not be collectible, the gross carrying
value of the asset is written off against the associated impairment allowance.
Impairment allowances for loans receivable
Are recognised based on a forward-looking expected credit loss (“ECL”) model. The methodology used to determine
the amount of the allowance is based on whether there has been a significant increase in credit risk since initial
recognition of the financial asset.
For those where the credit risk has not increased significantly since initial recognition of the financial asset, twelve
month expected credit losses along with gross interest income are recognised (“Stage 1”).
For those for which credit risk has increased significantly, lifetime expected credit losses along with the gross
interest income are recognised (“Stage 2”). The Group assumes that the credit risk on a financial asset has increased
significantly if it is more than 30 days past due.
For those that are determined to be credit impaired (in default), lifetime expected credit losses along with interest
income on a net basis are recognised (“Stage 3”). The Group considers a financial asset to be in default when the
financial asset is more than 90 days past due, as well as observable evidence with respect to:
- significant financial difficulty of the borrower;
- a breach of contract, such as a default or being more than 90 days past due;
- granting to the borrower a concession for economic or contractual reasons relating to the borrower’s financial
difficulty; that the Group would not consider otherwise; or
- it is probable that the borrower will enter bankruptcy or other financial reorganisation.
When determining whether there has been a significant increase in credit risk since initial recognition of the financial
asset, and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and
available without undue cost or effort.
This includes both qualitative and quantitative information and analysis, based on the Group’s historical experience
and informed credit assessment and includes forward looking information.
The gross carrying amount of Loans receivable is written off when the Group has no reasonable expectation of
recovering the balance in its entirety or a portion thereof.

At fair value through profit or loss (non-derivatives)
These financial assets represent Loans receivable (that include waiver clauses). In applying the scope exemption in NZ
IFRS 17 Insurance Contracts to these contracts, such that they are accounted for as financial assets in their entirety,
the presence of the waiver clauses results in repayments not representing SPPI. Loans receivable includes loans on
which customers voluntarily elect to opt for additional Asset Waiver and/or Income Waiver products which are offered
by the Group.
Accordingly, these balances are classified and measured subsequently as at fair value through profit or loss.
Repayments of these loans are recognised as reductions in the carrying amount, with fair value gains or losses at each
reporting date recognised in profit or loss.
At fair value through profit or loss (derivatives)
Derivative financial assets represent “in the money” derivative contracts that are classified and measured
subsequently as at fair value through profit or loss, with fair value gains or losses at each reporting date recognised in
profit or loss.
(ii) Financial liabilities - classification and subsequent measurement
Financial liabilities are classified as at fair value through profit or loss if it is held-for-trading, it is a derivative or it is
designated as such on initial recognition, otherwise it is classified as At Amortised cost.
At amortised cost
Includes; Trade and other payables; Borrowings; Lease liabilities.
These financial liabilities are subsequently measured at amortised cost using the effective interest rate method.
At fair value through profit or loss (derivatives)
Derivative financial liabilities represent “out of the money” derivative contracts that are classified and measured
subsequently as At Fair value through profit or loss, with fair value gains or losses at each reporting date recognised in
profit or loss.
(iii) Derecognition of financial assets and financial liabilities
Financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows f rom the financial asset expire,
or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks
and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains
substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.
Financial liabilities
The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire.
The Group also derecognises a financial liability when its terms are modified and the cash flows of the modified
liability are substantially different, in which case a new financial liability based on the modified terms is recognised at
fair value.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the
consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss.
(iv) Impairment of non-financial assets
The carrying amounts of the Group’s non-financial assets, other than deferred tax assets and inventories, are reviewed
at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then
the asset’s recoverable amount is estimated.
An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount.
Impairment losses directly reduce the carrying amount of assets and are recognised in profit or loss.
The estimated recoverable amount of non-financial assets is the greater of their fair value less costs to sell and value
in use. Value in use is determined by estimating future cash flows f rom the use and ultimate disposal of the asset and
discounting these to their present value using a pre-tax discount rate that reflects current market rates and the risks
specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is
determined for the cash-generating unit to which the asset belongs.
A cash-generating unit is the smallest group of assets that generates cash inflows f rom continuing use that are
largely independent of the cash inflows of the other assets or groups of assets.
Impairment losses are reversed when there is a change in the estimate used to determine the recoverable amount
and there is an indication that the impairment loss has decreased or no longer exists. An impairment loss is reversed
only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised. All impairment losses are
reversed through profit or loss.

3736
Annual Report for the year ended 31 March 2026.
( j) Share capital
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are
recognised as a deduction f rom equity, net of any tax effects.
(k) Goods and services tax
With the exception of trade payables and receivables, all items are stated exclusive of Goods and Services Tax.
(l) Reserves
Amalgamation reserve
The amalgamation reserve represents the difference between the fair value of consideration paid and the carrying
amount of net assets in a business combination where the acquirer and acquiree are controlled by the same (ultimate)
party (business combination under common control).
(m) Leases
All leases in which the Group is a lessee are accounted for by recognising a Right-of-use asset and a Lease liability
except for:
• Leases of low value assets; and
• Leases with a duration of 12 months or less.
Payments associated with all leases of low-value assets and short-term leases of equipment and vehicles are
recognised on a straight-line basis as an expense in profit or loss.
(i) Initial measurement
Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term,
with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this
is not readily determinable, in which case the Group’s incremental borrowing rate on commencement of the lease is
used. Variable lease payments are only included in the measurement of the lease liability if they depend on an index
or rate, however in such cases the initial present value determination assumes that the variable element will remain
unchanged throughout the lease term.
Other variable lease payments are expensed in the period to which they relate.
On initial recognition, the carrying value of the lease liability also includes:
• amounts expected to be payable under any residual value guarantee;
• the exercise price of any purchase option granted in favour of the Group if it is reasonably certain to exercise that option;
• any penalties payable for terminating the lease, if the term of the lease has been estimated on the basis of
termination option being exercised.
Right-of-use assets are initially measured at the amount of the Lease liability, reduced for any lease incentives received,
and increased for:
• Lease payments made at or before commencement of the lease;
• Initial direct costs incurred; and
•The amount of any provision recognised where the Group is contractually required to dismantle, remove or restore the
leased asset (typically make-good provisions on buildings).
(ii) Subsequent measurement
Subsequent to initial measurement Lease liabilities increase as a result of interest charged at a constant rate on the
balance outstanding and are reduced for lease payments made.
Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining
economic life of the asset if, rarely, this is judged to be shorter than the lease term. Right-of-use assets are also subject
to impairment assessment at reporting date.
(iii) Remeasurement
When the Group revises its determination of the use (or non-use) of renewal and/or termination options, the carrying
amount of the lease liability is adjusted to reflect the payments to make over the revised term, which are discounted
at the revised discount rate.
The carrying value of lease liabilities is similarly revised when the variable element of future lease payments
dependent on a rate or index is revised, however this is discounted at the original discount rate.
In both cases an equivalent adjustment is made to the carrying value of the right-of-use asset, with the revised
carrying amount being amortised over the remaining (revised) lease term.
(iv) Modifications to lease agreements
When the Group renegotiates the contractual terms of a lease with the lessor, the accounting depends on the nature
of the modification:
Increases in scope:
• If the renegotiation results in one or more additional assets being leased for an amount commensurate with the
stand-alone price (i.e. market rate) for the additional rights-of-use obtained, the modification is accounted for as a
separate lease in accordance with the above policy.
• In all other cases (whether that is an extension to the lease term, or one or more additional assets being leased), the
lease liability is remeasured using the revised discount rate applicable on the modification date, with the right-of-use
asset being adjusted by the same amount.
Decreases in scope:
• Both the carrying amount of the lease liability and right-of-use asset are reduced by the same proportion to reflect
the partial or full termination of the lease with any difference recognised in profit or loss.
• The lease liability is then further adjusted to ensure its carrying amount reflects the amount of the renegotiated
payments over the renegotiated term, with the modified lease payments discounted at the rate applicable on the
modification date.
• The right-of-use asset is adjusted by the same amount.
(n) Government grants
Grants that compensate the Group for expenses incurred are recognised as income in profit or loss on a systematic
basis in the periods in which the associated expenses are recognised.
(o) Finance income and finance expenses
Interest income is recognised as it accrues in profit or loss, using the effective interest method.
Finance expenses comprise interest expense on borrowings.
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset
are recognised in profit or loss using the effective interest method.
(p) Intangible assets
Finite intangible assets are amortised on a straight-line basis in profit or loss over their estimated useful lives, f rom the
date that they are available for use.
The estimated useful lives for the current and comparative periods are as follows:
- Trademarks 10 years
- Software 5 years
Amortisation methods and useful lives are reviewed at each reporting date and adjusted if appropriate.
- Carbon credits were initially recognised at cost, representing the value attributed to the credits at the time they were
earned or incurred.
The credits were originally generated while the Group participated in the Fleet Average Scheme, under which credits
were earned based on fleet-wide emissions performance relative to regulatory thresholds.
During the current financial year, all remaining carbon credits were utilised to offset the cost of import credits
required under the scheme. As a result, no carbon credit intangible asset remains recognised at balance date.
(q) Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand,
deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of
three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant
risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the
consolidated statement of financial position.

3938
Annual Report for the year ended 31 March 2026.
1During the prior f inancial year, the Group recognised a gain relating to carbon credits generated and retained in
prior reporting periods but not previously recognised as assets due to uncertainty regarding the measurement of
their future economic benef its at the time.
In the 2024 calendar year, the Group became a net purchaser of carbon credits. This change has provided suff icient
certainty that the retained credits f rom prior years will be utilised to offset future f ixed price obligations, thereby
meeting the recognition and measurement criteria under NZ IAS 38 Intangible Assets. Consequently, an intangible
asset was recognised in respect of these credits.

The carbon credits were initially measured at their redemption value, being the f ixed charge avoided for used vehicles
under the Fleet Average scheme (NZ ETS), reflecting the value attributable to the economic benef its expected to flow
to the Group.
Notes to and forming part of the consolidated financial statements
4. Revenue from contracts with customers
5. Sundry income
6. Segment reporting
Description of segments
Management has determined the operating segments based on the components of the Group that engage in
business activities, which have discrete financial information available and whose operating results are regularly
reviewed by the Group's chief operating decision maker. The chief operating decision maker has been identified as
the Board of Directors. The Board of Directors makes decisions about how resources are allocated to the segments
and assesses their performance. Geographically the Group's business activities are located in New Zealand and Japan
Reportable segments have been identified as follows:
Operating segments
MAR 2026MAR 2025
$'000$'000
Sale of cars 73,386 73,065
Fair value gain/(loss) on revaluation 125 (105)
Interest on bank accounts, short term deposits and investments 120 202
Loan fees and interest 139 273
Agent commissions received - -
- Interest agent commissions 5,179 4,379
- Insurance agent commissions 2,695 2,356
Total revenue from contracts with customers 81,644 80,170
Timing of transfer of goods and services
Point of sale income 81,372 79,735
Over time income 272 435
Total revenue 81,644 80,170
As at 31 March 2026Automotive
retail
Automotive
supply chain
Other
entities
Inter-entity
transactions

Total
$’000$’000$’000$'000$'000
Revenue including interest
81,185 31,670
1,576 (32,787) 81,644
Sundry income
51 19
- - 70
Cost of sale
(66,213) (30,036)
(810) 32,787 (64,272)
Operating expense
(9,217) (1,327)
(1,715) - (12,259)
Operating profit
5,806 326
(949) - 5,183
Dividend received
- -
1,689 (1,689) -
Interest expense - trading
(700) (22)
(44) 12 (754)
Net profit before tax 5,106 304 696 (1,677) 4,429
As at 31 March 2025Automotive
retail
Automotive
supply chain
Other
entities
Inter-entity
transactions

Total
$’000$’000$’000$'000$'000
Revenue including interest 79,928 8,727 2,340 (10,825) 80,170
Sundry income 1,795 30 - (30) 1,795
Cost of sale(66,801) (7,164) (1,079) 10,870 (64,174)
Operating expense(9,437) (1,210) (1,817) - (12,464)
Operating profit 5,485 383 (556) 15 5,327
Dividend received - - 4,792 (4,792) -
Interest expense - trading(623) (6) (135) 25 (739)
Net profit before tax 4,862 377 4,101 (4,752) 4,588
MAR 2026MAR 2025
$'000$'000
Carbon Credit Income1
-
1,713
Rental Income
28
-
Other
42
82
Total sundry income
70
1,795

4140
Annual Report for the year ended 31 March 2026.
7. Determination of fair values
Face value versus carrying amounts
The carrying amount of financial assets and liabilities has been determined to be a reasonable approximation of their
fair value.
8. Finance expenses
9. Key operating expenses
NoteMAR 2026MAR 2025
$'000$'000
Interest expense on financial liabilities measured at
amortised cost
(39)
(79)
Interest expense on lease liabilities16
(685)
(550)
Other
(30)
(110)
Finance expenses
(754)
(739)
NoteMAR 2026MAR 2025
Key operating expenses includes the following:$'000$'000
Audit fees(145) (139)
Amortisation(42) (14)
Depreciation - property, plant and equipment24(451) (356)
Depreciation - right-of-use assets16(2,412) (2,280)
Wages and salaries(2,848) (3,092)
Kiwisaver contributions(98) (158)
10. Earnings per share
Basic earnings per share (EPS) is calculated by dividing the profit attributable to shareholders of the Group by the
weighted average number of ordinary shares on issue during the year, excluding shares held as treasury stock.
Diluted earnings per share assumes conversion of all dilutive potential ordinary shares in determining the denominator.

12. Cash and cash equivalents
Cash and cash equivalents in the Consolidated Statement of Financial Position comprise cash at bank and short term
deposits with an original maturity of three months or less which are subject to an insignificant risk of changes in value.

13. Inventories
As cash and cash balances are held with counterparties with “investment grade” credit ratings, there is not deemed
to be a significant increase in credit risk associated with the Group’s Cash and cash equivalents balance. Credit rating
is as per Standard & Poor.
Term deposits are presented as cash equivalents if they have a maturity of three months or less f rom the date
of acquisition and are repayable with 24 hours’ notice with no loss of interest. See note 3(q) for the group’s other
accounting policies on cash and cash equivalents.

The cost of inventory recognised in the period 31 March 2026 is $55,108,735.
The carrying value of inventory pledged as security as the groups borrowings as at 31 March 2026 is $16,156,425.

11. Dividends
MAR 2026MAR 2025
$'000$'000
Numerator
Profit for the period 3,188 3,300
Denominator
Weighted average number of shares 45,554,500 45,554,500
EPS basic0.070.07
EPS diluted0.070.07
MAR 2026MAR 2025
$'000$'000
Final dividend 981 1,907
Interim dividend 708 1,008
Total 1,689 2,915
MAR 2026MAR 2025
$'000$'000
Gross stock on hand 18,182 15,138
Inventory provision(141) (206)
Total inventories 18,041 14,932
Held with
credit rating
31 Mar 2026
Credit
rating
Interest
31 March 2026
Interest
31 Mar 2025
MAR 2026MAR 2025
$'000$'000
Cash at BankANZ BankAA-1.95%1.75% 3,132 4,123
ASB Bank
AA-
2.11%3.61% 26 67
Mizuho Bank
A
0.02%0.02% 679 1,116
Xe - - 1 38
14. Trade and other receivables
MAR 2026MAR 2025
$'000$'000
Trade receivables 450 350
Less: Impairment allowance(161) (158)
Net trade receivables 289 192
Prepayments 700 678
Car credits receivable 357 -
Other current assets 705 204
Other receivables 1,762 882
Trade receivables generally have terms of 30 days and are interest f ree. Trade receivables of a short-term duration are
not discounted.
These financial assets are subsequently measured at amortised cost using the effective interest rate method, less
impairment.

4342
Annual Report for the year ended 31 March 2026.
MAR 2026MAR 2025
$'000$'000
Trade payables 1,931 2,686
Financial liabilities at amortised cost 1,931 2,686
Contract liabilities 152 175
Other payables 797 353
Total trade and other payables 2,880 3,214
Trade payables generally have terms of 30 days and are interest f ree. Trade payables of a short-term duration are not
discounted.
15 . Trade and other payables
(i) Right of use assetsMAR 2026MAR 2025
$'000$'000
Opening balance 6,854 6,702
Additions and modifications 3,516 3,244
Less:
Depreciation(2,412) (2,280)
Terminations - (812)
Closing Balance 7,958 6,854
(ii) Lease liabilities
Opening balance
7,682
7,306
Additions and modifications
3,517
3,244
Interest 685 550
Less:
Terminations - (867)
Repayments(2,906) (2,549)
Effects of movements in exchange rates(1) (2)
Closing balance 8,977 7,682
Current portion 2,288 2,084
Non-current portion 6,689 5,598
Total lease liabilities 8,977 7,682
(iii) Balance sheet and cash flow statementMAR 2026MAR 2025
$'000$'000
Carrying amount of RoU asset (by asset class)
• Premises 7,958 6,854
• Equipment
Total cash outflow related to leases (principal repayments)(2,221) (1,999)
Total cash outflow related to leases (interest)(685) (550)
16. Leases
The Group leases a number of properties and equipment in the jurisdiction f rom which it operates.
(i) Lease term – use of renewal and termination options
The Group’s property leases typically include renewal and termination options. The Group must assess whether it
reasonably expects (or not) to exercise these when determining the lease term.
(ii) Short term leases
As at 31 March 2026 Short-term lease expense (excluding leases of 1 month or less) being $101,577 (2025: 154,496).
These are all leases that exclude 1 month or less in duration, which management has assessed do not qualify as a lease
under NZ IFRS16 leases and have not been capitalised as a result.

MAR 2026MAR 2025
$'000$'000
Liability for annual leave 792 661
Wages payables 117 201
Total 909 862
(a) Income tax recognised in profit or loss and other comprehensive incomeMAR 2026MAR 2025
$'000$'000
Income tax recognised in profit or loss
Current tax 1,741 947
Deferred tax(500) 341
Total income tax expense 1,241 1,288
(b) Reconciliation of income tax expenseMAR 2026MAR 2025
$'000$'000
Income tax recognised in profit or loss
Profit before income tax expense 4,429 4,588
Tax expense at the domestic tax rate (28%) 1,240 1,285
Permanent differences 10 (1)
Prior year adjustment(9) -
Effects of tax rate in foreign jurisdictions - 4
Income tax expense 1,241 1,288
(c) Deferred taxMAR 2026MAR 2025
$'000$'000
Income tax recognised in profit or loss
Balance at the beginning of the period 133 474
Current period movement 500 (341)
Deferred tax asset 633 133
Made up of:
Deferred tax asset 3,499 2,645
Deferred tax liability(2,866) (2,512)
Net balance as per above 633 133
17. Employee benefit liabilities
18. Income tax

4544
Annual Report for the year ended 31 March 2026.
Deferred tax assets are attributable to the following:MAR 2026MAR 2025
$'000$'000
Inventory provision 40 58
Employee benefits 233 168
Doubtful debt 45 44
Others 3 25
Contract liabilities 27 34
Carbon credits - (427)
Lease liabilities 2,512 2,146
Right-of-use asset(2,227) (1,914)
Total 633 133
MAR 2026MAR 2025
$'000$'000
Imputation credits at 1 April(873) 340
Prior period adjustments - (22)
New Zealand Tax payments, net of refunds(1,442) (2,252)
RWT attached to interest received(24) (48)
Imputation credits attached to dividends paid 646 1,109
(1,693) (873)
19. Imputation credits
MAR 2026MAR 2025
$'000$'000
Opening balance 937 -
Proceeds f rom borrowings - 1,406
Repayments of borrowings(125) (469)
Effects of fx(61) -
Closing balance 751 937
Current
Mizuho bank1 126 114
126 114
Non- current
Mizuho bank1 625 823
625 823
20. Borrowings
1During FY25, the Company secured a JPY 80 million term loan f rom its Japanese banking partner. The loan is
structured as a principal and interest facility, repayable over 7 years, with an initial annual interest rate of 2.375%.
Proceeds were used to support general working capital requirements.
The loan is guaranteed by the Osaka Credit Guarantee Corporation, a public institution that facilitates SME
lending in Japan.
The Group has not pledged any direct assets as security to Mizuho Bank.
To enable the guarantee arrangement, David Sena, a director of the Company, has provided a personal guarantee
to the Osaka Credit Guarantee Corporation, supported by a charge over residential property owned in his personal
capacity.
During FY26, the Company identified that shareholder continuity requirements for imputation purposes were in-
advertently breached in October 2023, resulting in the forfeiture of imputation credits accumulated prior to 30 May
2023. Accordingly, the comparative FY25 Imputation Credit Account opening balance has been adjusted to remove
approximately $3.7 million of imputation credits. The adjustment is non-cash in nature and does not impact reported
profit, net assets, cash flows, or the validity of imputation credits attached to dividends already paid.

Number of ordinary sharesMAR 2026MAR 2025
Opening balance 45,554,500 45,554,500
Total issued and authorised capital 45,554,500 45,554,500
Dollar value of ordinary sharesMAR 2026MAR 2025
$'000$'000
Opening balance 39,344 39,344
Total issued and authorised capital 39,344 39,344
21. Share capital
All issued shares are fully paid and have no par value. The holders of ordinary shares are entitled to receive dividends
as declared f rom time to time and are entitled to one vote per share at meetings of the Group and rank equally with
regard to the Group’s residual assets.
MAR 2026MAR 2025
$'000$'000
Short-term employee benefits 727 827
Director fees 324 324
Defined contribution plans 21 23
Termination benefits - 109
Total key management personnel remuneration 1,072 1,282
Transactions with related parties
Transactions for the periodBalance outstanding at balance date
MAR 2026MAR 2025MAR 2026MAR 2025
$'000$'000$'000$'000
Yusuke Sena(10) - 10
(10) - - 10
22. Related parties
Identity of related parties
The group has a related party relationship with its key management personnel being the Directors and Executive
Officers.
Key management personnel
Key management personnel represent the Board of Directors, and the Senior Leadership team including the Managing
Directors, Chief Executive Officer and Chief Financial Officer.

4746
Annual Report for the year ended 31 March 2026.
Indemnities
During FY25, the Company entered into a Deed of Indemnity with Mr. Yusuke Sena, a related party, in respect of a
personal guarantee he provided to Mizuho Bank for a JPY 80 million loan facility extended to Car Plus KK, a subsidiary
of the Group. Under the deed, the Company has agreed to indemnify Mr. Sena for any liabilities incurred under the
guarantee, up to the full facility amount plus associated penalties, costs, and interest. The company considers the fair
value of the guarantee to be immaterial and it has not been recognised in the financial statements.
31 March 2026Credit rating *Cash and cash
equivalents
Total
$’000$’000
ANZ BankAA- 3,132 3,132
ASB BankAA- 26 26
Mizuho BankA 679 679
Xe 1 1
3,838 3,838
31 March 2025Credit rating *Cash and cash
equivalents
Total
$’000$’000
ANZ BankAA- 4,123 4,123
ASB Bank
AA-
67 67
Mizuho Bank
A
1,116 1,116
Xe 38 38
5,344 5,344
23. Financial instruments - risk management
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and,
whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes
that ensure the effective implementation of the objectives and policies to the Group’s finance function. The Board
receives monthly reports f rom the Chief Financial Officer through which it reviews the effectiveness of the processes put
in place and the appropriateness of the objectives and policies it sets. The Group’s internal finance team also reviews the
risk management policies and processes and report their findings to the Audit Committee.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the
Group's competitiveness and flexibility. Further details regarding these policies as they relate to the specific financial
risks that the Group is exposed to are set out below.
Through its operations, the Group is exposed to the following financial risks:
(a) Credit risk
(b) Market risk
(c) Liquidity risk
(d) Currency risk
(a) Credit risk
Credit risk is the risk of financial loss to the Group if a counterparty to a financial asset fails to meet their contractual
obligations.
The Group’s exposure to credit risk is represented by the carrying amount of cash and cash equivalents, investments
and fx contracts.
As cash and cash balances are held with counterparties with “investment grade” credit ratings, there is not deemed
to be a significant increase in credit risk associated with the Group’s Cash and cash equivalents balance. Credit rating
is as per Standard & Poor.
The Group has an Audit & Risk Committee that monitors credit risk as part of its wider duties.
Cash and cash equivalents held with financial institutions are presented in the table below:


* Standard & Poor’s
Interest rates on interest bearing cash and cash equivalents and investments range between 0.02% - 2.11%
(2025: 0.02% - 3.61%).
(b) Market risk
Market risk arises f rom the Group’s:
- Use of interest-bearing borrowings (interest rate risk); and
- Purchases in foreign currencies (foreign currency exchange risk).
i. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates.
The Group is exposed to interest rate risk f rom its variable rate borrowing and lease liabilities, with rates between 1.65% -
11.30% (2025: 2.40% - 11.30%).
ii. Foreign currency exchange risk
The Group currently does not have any sales transactions denominated in foreign currencies, however, the Group has
purchase transactions denominated in foreign currencies.
During the current reporting period, the Group has purchased used cars with purchase prices denominated in foreign
currencies (YEN).
To mitigate foreign exchange risk on significant purchases, the Group enters into forward exchange contracts to match
the timing and amount of payments due. Derivatives are initially recognised at fair value on the date a derivative
contract is entered into, and they are subsequently remeasured to their fair value at the end of each reporting period.
The Group does not apply hedge accounting to these transactions, and they are classified as held for trading for
accounting purposes and are accounted for at fair value through profit or loss. They are presented as current assets or
liabilities to the extent they are expected to be settled within 12 months after the end of the reporting period. They are
considered level 2 fair value measurements being based on the present value of future cash flows based on the forward
exchange rates at the reporting date.
There are open forward exchange contracts of $0.9m at the end of the reporting period (2025: $2.3m).
The net foreign exchange loss recognised for the year was $0.50m (2025: $0.44m loss).
(c) Liquidity risk
Liquidity risk arises f rom the Group’s management of working capital. It is the risk that the Group will encounter
difficulty in meeting its financial obligations as they fall due.
The Group’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become
due. To achieve this the Group maintains a monthly forecast on its future cash position to ensure it can meet financial
obligations when they fall due.
The Board receives monthly financial statements which include statements of financial position, performance and cash
flows, as well as budget/forecast variance reports, to ensure it holds or will hold cash equivalents to meet its obligations.
The following table sets out the contractual maturities (representing undiscounted contractual cash-flows) of financial
liabilities:
 
As at 31 March 2026Up to
3 months
Between
3-12 months
Between
1-2 years
Between
2- 5 years
Over 5 yearsTotal
$’000$’000$’000$’000$’000$’000
Trade and other payables 2,555 2 16 90 - 2,663
Borrowings 32 94 250 375 - 751
Lease liabilities 565 1,723 3,662 2,901 126 8,977
Total 3,152 1,819 3,928 3,366 126 12,391
As at 31 March 2025Up to
3 months
Between
3-12 months
Between
1-2 years
Between
2- 5 years
Over 5 yearsTotal
$’000$’000$’000$’000$’000$’000
Trade and other payables 3,106 19 23 66 3,214
Borrowings 28 86 236 375 213 937
Lease liabilities 158 1,925 1,442 4,156 - 7,682
Total 3,293 2,030 1,701 4,597 213 11,833

4948
Annual Report for the year ended 31 March 2026.
24. Property, plant and equipment
The Group has reviewed each item of property, plant and equipment and no impairment charge was recognised for the
year ended 31 March 2026 (March 2025: Nil).
Depreciation methodology
The Group recognises depreciation on a straight line basis.
Leasehold
improvements
Motor
vehicles
Furniture &
fittings
Computer
equipment
Workshop
equipment
Total
Cost$’000$’000$’000$’000$’000$’000
Balance at 1 April 2025 2,011 890 763 671 215 4,550
Additions 165 80 17 3 45 310
Disposals(29) (29)
Effect of exchange rate(5) (5)
Balance at 31 March 2026 2,176 936 780 674 260 4,826
Leasehold
improvements
Motor
vehicles
Furniture &
fittings
Computer
equipment
Workshop
equipment
Total
Cost$’000$’000$’000$’000$’000$’000
Balance at 1 April 2024 889 857 737 649 203 3,335
Additions 1,122 156 27 22 12 1,339
Disposals(119) (1) - (120)
Effect of exchange rate(4) (4)
Balance at 31 March 2025 2,011 890 763 671 215 4,550
Accumulated depreciation
Balance at 1 April 2025 (308) (410) (432) (610) (82) (1,842)
Depreciation(212) (122) (48) (43) (26) (451)
Disposals 36 36
Effect of exchange rate 4 4
Balance at 31 March 2026(520) (492) (480) (653) (108) (2,253)
Accumulated depreciation
Balance at 1 April 2024(213) (345) (382) (551) (57) (1,548)
Depreciation(95) (127) (50) (59) (25) (356)
Disposals 65 65
Effect of exchange rate(3) (3)
Balance at 31 March 2025(308) (410) (432) (610) (82) (1,842)
Net book value
Balance at 31 March 2026 1,656 444 300 21 152 2,573
Net book value
As at 31 March 2025 1,703 480 331 61 133 2,708
MAR 2026MAR 2025
$'000$'000
Net profit for the year 3,188 3,300
Non-cash items:
Depreciation & amortisation expenses 2,907 2,650
Carbon credits 1,526 (1,526)
Provisions and fair value gains 31 (24)
Loss/(gain) on sale of property, plant and equipment - (56)
Finance expense 685 550
5,149 1,594
Movements in working capital:
(Increase)/decrease in trade and other receivables 418 1,472
(Increase)/decrease in other current assets (880) 1,720
Increase/(decrease) in trade and other payables(304) 955
(Increase)/decrease in Inventory(3,109) (1,059)
Increase/(decrease) in deferred tax (500) 341
(4,375) 3,429
Cash generated from operations 3,962 8,323
Movement in income tax payable 212(1,596)
Net cash flows from operating activities 4 ,174 6,727
25. Notes supporting statement of cash flows
Reconciliation of profit after tax with net cash flow f rom operating activities

50
Annual Report for the year ended 31 March 2026.
51
Other
Intangibles
Carbon
Credits1Total
$'000$'000$'000
Cost
Balance at 1 April 2025 79 1,526 1,605
Additions 128 169 297
Transfer to inventory(1,695) (1,695)
Disposals(5) (5)
Effect of exchange rate(5) (5)
Balance at 31 March 2026 197 - 197
Accumulated amortisation
Balance at 1 April 2025
(15)
(15)
Amortisation
(43)
(43)
Effect of exchange rate
2
2
Balance at 31 March 2026(56) - (56)
Net Book Value
As at 31 March 2026 141 - 141
26. Intangible assets
27. Contingent liabilities
28. Subsequent events
ANZ Bank Limited has given a guarantee to the landlord on behalf of the Group to secure premises.
The maximum guarantee is for $1,876,700 (March 2025: $1,576,196).
No significant events have occurred subsequent to the balance date.

1The Group previously recognised carbon credits as intangible assets in accordance with NZ IAS38. These credits
were generated under the Fleet Average Scheme based on the Group’s fleet-wide emissions performance relative to
regulatory thresholds.
Carbon credits were initially recognised at cost, representing the value attributed to the credits at the time they were
earned. The credits were carried at cost less any accumulated impairment losses.
During the current f inancial year, the Group fully utilised the remaining carbon credit balance to offset charges
incurred on imported vehicles under the Clean Car Standard Scheme. Upon utilisation, the carrying value of the
credits was recognised through cost of goods sold.
Accordingly, no carbon credit intangible asset remains recognised at balance date. The carbon credits were not
amortised, as they are consumed in the ordinary course of business and effectively form part of inventory when
applied to offset charges on imported vehicles. At the point of utilisation, their cost will be reclassif ied through cost of
goods sold.

53
52
This statement of Corporate Governance is correct as of 31 May 2026
and was approved by the Board on 26 June 2026.
This statement outlines the principles, practices, and
policies that guide the Company’s operations and
decision-making including the roles and responsibilities
of its Board of Directors, management team, and various
committees. It also outlines the Company’s approach to
key issues such as risk management, ethical conduct,
and transparency.
The Board has set the Company’s corporate governance
arrangements having regard to the NZX Corporate
Governance Code (Code) recommendations. The
Company believes that its corporate governance
practices in FY26 are materially in line with the Code
published on 31 January 2025. This governance statement
summarises:
• the Company’s corporate governance practices;
• the areas where the recommendations of the Code are
not fully complied with; and
• those areas where further work is being undertaken to
reach full compliance.
The Company takes a continuous improvement
approach to corporate governance such that its policies
are reviewed on a regular basis. Key governance policies
and charters can be viewed on the Company’s website at
www.2cheapcars.co.nz/investors/
Principle 1: Culture and ethical behaviour
The Company has adopted a written Code of Culture and
Ethical Behaviour (CCEB) that outlines the Company’s
core values. It sets out explicit expectations for ethical
decision-making and personal behaviour for the Board
of Directors (Directors, and the Board) and employees.
The CCEB is available to all Directors, volunteers,
employees and contractors of the Company and its
subsidiaries (2CC personnel), and is publicly available on
the Company’s website.
Previously incorporated in the CCEB, in November 2023
the company formally adopted a standalone ‘Whistle
Blower’ policy. This policy outlines a f ramework for
whistle blower protection if Company personnel report a
breach or suspected breach of law, regulation, Company
policy or other serious wrongdoing.
The Company’s Financial Products Dealing Policy,
along with the Financial Markets Conduct Act 2013,
imposes limitations and requirements on Directors and
employees in dealing in the Company’s shares.
These limitations prohibit dealing in shares while
in possession of inside information and impose
requirements for seeking consent to trade.
Principle 2: Board composition and
performance
Board composition and performance
As at 31 March 2026 and 31 May 2026, the Board has
three Directors, two of whom are Independent Directors
– Michael Stiassny and Gordon Shaw, and an Executive
Director David Sena.
In order for a Director to be independent, the Board has
determined that he or she must not be an employee (as
defined in the NZX Listing Rules) of the Company or any
of its subsidiaries and have no disqualifying relationships
(as defined in the NZX Listing Rules). Independence
is determined by the Board in accordance with the
independence requirements of the NZX Listing Rules;
and having regard to the factors described in the Code.
Each Director has experience, skills and expertise that
are of value to the Company. Profiles of Directors are
available on the Company’s website and on page 12 - 13 of
this Annual Report, and Directors’ interests are disclosed
on pages 63 - 64 of the Company’s 2026 Annual Report.
The roles and responsibilities of the Board are detailed
in the Board Charter, which was most recently reviewed
and approved in November 2023, and is available on the
Company’s website. The Board’s primary objective is to
act at all times in a manner designed to create and grow
sustainable value for our shareholders. The Directors are
expected to be cognisant of the duties and obligations
imposed on them by the Company’s Constitution, the
NZX Listing Rules and by law.
The Board has delegated authority for day-to-day
leadership and management of the business to the
CEO, who in turn has sub-delegated authority to other
Company management with specified financial and
non-financial limits.
The Company’s Delegations of Authority Policy is
reviewed annually by the Board.
The number of elected Directors, and the procedure
for their retirement and election at annual meetings,
is determined in accordance with the Company’s
Constitution and the NZX Listing Rules.
STATEMENT
OF CORPORATE
GOVERNANCE
The Company has not established a separate nominations
committee to recommend Director appointments to
the Board, as this function is carried out by the whole
Board, as permitted by recommendation 3.4. All Directors
are involved in the consideration of Board composition
and nominations and take into account a number of
factors including qualifications, capability, experience,
judgment and skills, and the ability to work with other
Directors. Shareholders may also nominate candidates for
election to the Board. Reference checks are carried out
on all candidates and key information about candidates
is provided to shareholders to assist their decision as to
whether or not to elect or re-elect a candidate. Board
members enter into written agreements with the
Company, outlining the terms of their appointment.
Directors are encouraged to undertake appropriate
training and education to ensure they remain up-to-
date on best practice to perform their duties. In addition,
management provide regular updates on relevant
industry and Company issues such as briefings f rom
Senior Executives.
All Directors have access to Executives to discuss issues,
get information on specific areas in relation to matters
to be discussed at Board meetings and for other areas
as they consider appropriate. Subject to the approval of
the Board Chair, Committees and Directors have the right
to seek independent professional advice where the
Committee or individual deems it necessary to carry
out its, his or her functions. This advice is at the
Company’s expense.
The Company has arranged a policy of Director and
Officer’ liability insurance with Vero Liability Insurance
Limited. This policy covers Directors and Officers so that
any monetary loss suffered by them, as a result of actions
undertaken by them as a Director or Officer, is insured
to specified limits (and subject to legal requirements
and/or restrictions).
The Chair meets regularly with Directors to discuss
and assess individual performance of the Directors.
In accordance with its Charter, the Board will review
and assess its performance as a whole and committee
performance on an annual basis, and in such manner
as the Board deems appropriate.
Diversity
The Company is committed to equal employment
opportunities and treating all individuals fairly and
with respect. The Company has a diverse workforce
and recognises that everyone has individual differences
which can be leveraged to create stronger teams and
drive stronger business performance.
The Company’s approach to diversity is outlined in
the Company’s Diversity and Inclusion Policy, which
is available on the Company’s website. Key areas of
focus are:
• Recruitment and retention of a diverse workforce
• Creating a supportive working environment
• People development
• Recognition and reward based on merit.
The Company did not comply with Recommendation 2.5
of the NZX Corporate Governance Code during the 2026
financial year. Specifically:
(i) The recommendation that the board should have a
diversity policy with measurable objectives and report on
progress.
(ii) This non-compliance applied for the full financial year
ending 31 March 2026.
(iii) The Company has not yet implemented systems to
track progress against measurable objectives under its
Diversity Policy due to a lack of resource to effectively
collect and analyse the required data.
(iv) In lieu of measurable objectives, the Company
adopted alternative practices including monitoring
gender diversity and promoting inclusive hiring practices,
which are reviewed internally.
(v) These alternative practices have been approved by
the Board as interim steps while systems and resources
are developed to allow future tracking and disclosure of
measurable diversity objectives.
The Board is committed to all objectives detailed in
the Diversity and Inclusion Policy. The Board discusses
diversity and inclusion with management and is
conf ident the Company is meeting its commitments
and objectives in this regard. Any issues arising through
non-adherence to the Policy are discussed by the Board
and resolved to ensure all Company personnel act in
accordance with - and in the spirit of - the Policy.
The Company’s workforce composition was as follows:
The Board has reviewed its required diversity profile
and considers the make-up of the Board is currently
sufficiently diverse for the purposes of forming a strong
team, providing specialised knowledge and expertise in
relevant markets and driving business performance.
As at 31 March 2026 the composition of Directors and
Officers of the Company were all male.
(An Officer is a person who is concerned or who takes
part in the management of the Company’s business and
reports directly to the Board or the CEO).
As At 31 March 2026:MaleFemaleGender
diverse
Directors 3 --
Officers 1 --
As At 31 March 2026:MaleFemaleGender
diverse
61 (73%)22 (27%)-
Total employees83
As At 31 March 2025:MaleFemaleGender
diverse
Directors 3 --
Officers 1 --
52
Annual Report for the year ended 31 March 2026.

5554
Annual Report for the year ended 31 March 2026.
STATEMENT OF CORPORATE GOVERNANCE
Continued
STATEMENT OF CORPORATE GOVERNANCE
Continued
CommitteeRoleMembers
Audit, Finance and Risk
Management Committee
The main purpose of this Committee is to assist the
Board in providing oversight of matters relating
to the quality and integrity of financial reporting,
independence and performance of the external
auditors, effectiveness and objectivity of the internal
audit programme and oversight of business risks and
compliance activities.
Gordon Shaw (Chair)
Michael Stiassny
David Sena
Remuneration CommitteeThis Committee has been established to assist the
Board in fulfilling its responsibilities in relation to the
following matters:
1. Formal and transparent method for determining
Directors’ remuneration.
2. Remuneration of the CEO.
3. Review of the remuneration recommendations
made by the CEO for the senior management team.
4. Consideration and review of any incentive plans or
payment targets and calculations for the CEO and
senior management team.
5. Review of the overall Company-wide salary and
incentive policies.
Gordon Shaw (Chair)
Michael Stiassny
David Sena
Principle 3: Board Committees
The Board has delegated a number of its responsibilities to Committees to assist in the execution of the Board’s
responsibilities. The use of Committees allows issues requiring detailed consideration to be dealt with separately
by members of the Board who have specialist knowledge and experience, thereby enhancing the efficiency and
effectiveness of the Board. However, the Board retains ultimate responsibility for Committee functions, and determines
their responsibilities. Copies of relevant Committee Charters can be found on the Company’s website.
Although recommendation 3.1 of the Code recommends that the Audit Committee should be majority independent and
comprise solely of non-executive Directors, the current composition of the Board means that all Directors are currently
members of all committees including David Sena who is an Executive Director (as Listing Rule 2.13.2 requires a minimum
of three members in the Audit Committee).
Members of the Board can attend any Committee meeting and minutes of Committee meetings are available to
all members. Each Committee is empowered to seek any information it requires f rom the Company’s personnel to
undertake their duties. Committees can also get independent legal or other professional advice (with Chair approval).
Special purpose Committees may be formed to review and monitor specific projects together with senior management.
In the case of a takeover offer, the Company would engage expert legal and financial advisors to provide advice.
Takeover protocols have been developed and formally adopted by the Board in compliance with Recommendation 3.6
of the Code. The Company’s Takeovers Code can be found on the Company’s website.
The Board Committees as at 30 May 2026 were:
The Audit, Finance and Risk Management Committee is comprised of a majority of Independent Directors but it includes
the Executive Director. The Chair of the Audit, Finance and Risk Management Committee is not the Chair of the Board.
The Audit & Risk Management Committee Charter sets out the policies and practices of the Board of Directors regarding
the financial audit and risk management processes and is available on the Company’s website.
Employees of the Company only attend meetings of the Audit, Finance and Risk Management Committee at the
invitation of the Committee.
The Remuneration Committee is comprised of a majority of Independent Directors. Management attendance at
meetings of the Remuneration Committee is by invitation of the Committee, noting that the Executive Director is a
member.
Principle 4: Reporting and disclosure
The Company is committed to keeping investors and the market informed of all material information about the
Company and its performance in a timely manner. In addition to all information required by law, the Company seeks to
provide sufficient meaningful information to ensure stakeholders and investors are well informed.
The Company’s Continuous Disclosure Policy sets out the principles and requirements of this commitment to timely and
balanced disclosures.
For the financial year ended 31 March 2026, the Directors believe that proper accounting records have been kept which
enable, with reasonable accuracy, the determination of the financial position of the Company and facilitate compliance
of the financial statements with the Financial Markets Conduct Act 2013.
The CEO and the CFO are required to provide a letter of representation to the Board confirming that:
• The 2CC Group’s financial statements have been prepared in accordance with accepted accounting standards in New
Zealand, are f ree of material misstatements, including omissions, give a true and fair view of the financial performance
and position of the 2CC Group and the financial records have been properly prepared;
• The representations are based on a sound system of risk management, internal compliance and controls that provide
for the implementation of the policies adopted by the Board; and
• 2CC Group’s risk management and internal control systems are operating effectively in all material respects.
A letter of representation confirming those matters was received in relation to the FY26 financial statements.
The Board has given due consideration to the importance of non-financial disclosure and recognises the importance of
non-financial disclosure including environmental, economic and social and governance (ESG) considerations.
However, given the size of the Company it has elected to not yet implement a formal ESG policy or provide the level
of reporting on environmental, economic and social sustainability factors and processes to the level recommended in
principle 4.4 of the Code, including as to how operational or non-financial targets are measured. The Company’s Annual
Report does discuss the role the Company is playing with respect to the implementation of lower emission vehicles in
the ‘FY26 in Review’ section, and in the commentary provided on page 59 of this Annual Report.
Attendance at Board and Committee meetings during FY26 was:
AttendeeBoardAudit, Finance and Risk
Management Committee
Remuneration
Committee
Michael Stiassny1331
Gordon Shaw1331
David Sena1331
Total meetings held 1331

5756
Annual Report for the year ended 31 March 2026.
STATEMENT OF CORPORATE GOVERNANCE
Continued
STATEMENT OF CORPORATE GOVERNANCE
Continued
Principle 5: Remuneration
Remuneration of Directors and the senior management
team is the key responsibility of the Remuneration
Committee. External advice has been sought to ensure
remuneration is benchmarked to the market for senior
management positions.
The Company has adopted a Remuneration Policy which
relates to Non-Executive Directors and senior managers.
The Remuneration Policy is designed to ensure that
remuneration practices of the Company are fair and
appropriate, and that there is a clear link between
remuneration and performance.
At present, the weightings of remuneration for
senior management are geared towards a fixed basis
remuneration with a short-term incentive scheme
in place for select senior management. No equity-
based incentive scheme is currently in place. Fixed
remuneration is determined having regard to the
scale and complexity of the relevant employee’s role.
It includes all benefits, allowances and deductions.
Adjustments to fixed remuneration are not automatic,
they are based on performance and reviewed annually by
the Remuneration Committee.
Remuneration of the Non-Executive Directors is
determined by the Board on the recommendation of the
Remuneration Committee.
There is no requirement for the Directors to hold shares.
Details of Director and Executive remuneration
(including remuneration arrangements for the CEO) in
FY26 are provided on pages 64-65 of this Annual Report.
Principle 6: Risk management
The Board has overall responsibility for the Company’s
system of risk management and internal controls, and
procedures are in place to provide control within the
management and reporting structure.
In addition, the Audit, Finance and Risk Management
Committee provides an additional and more specialised
oversight of Company risks. The Audit, Finance and Risk
Management Committee Charter provides detail around
the specific responsibilities of the Committee related to
risk management.
The Committee reviews and recommends to the Board
for approval the Company’s half year and annual financial
statements. The Committee also advises the Directors as
to whether the Company’s financial statements comply
with applicable laws and regulations.
Monthly management reporting is provided to the
Board in order to monitor the Company’s performance
against budget and other objectives. The responsibilities
of the Audit, Finance and Risk Management Committee
include:
• Ensuring that management is implementing, and
reporting to the Committee, the Company’s risk
management f ramework (including the maintenance
of the risk register) and policies.
• Reporting to the Board on the development of existing
risks and the emergence of new risks.
• Reporting to the Board on the main risks to the Group’s
performance, how these main risks are being managed
under the Group’s risk management f ramework and
on any incident involving f raud or other breakdown of
internal controls.
A structured f ramework is in place for capital
expenditure. This includes appropriate authorisation
and approval levels that place an emphasis on the
commercial logic for an investment. Under a formal
Delegation of Authority policy, the Board has set limits
on management’s ability to incur expenditure, enter into
contracts and acquire or dispose of assets.
Risk profiles that identify, assess, monitor and report the
Company’s key business risks are formally reviewed by
the Board annually as part of the Board’s risk assessment
process. Risk profiles also identify key risk mitigation
strategies which are in place.
Key riskDescription of riskImpactMitigation
Supply chain
+ logistics
risk
Reliance on Japanese used
vehicle supply, auction
availability, export processes,
and shipping. Exposure to
weather events, biosecurity, or
border restrictions.
Reduced vehicle supply,
delayed inventory, higher
sourcing costs, inability to meet
customer demand.
Maintain buffer stock, monitor
logistics partners, and use
alternative sourcing (e.g.,
local trade-ins and wholesale
channels).
Regulatory
+ compliance
risk
Proposed or future changes
in NZ import settings, vehicle
safety standards, or biosecurity
requirements.
Restricted importation of
vehicles, non-compliance
penalties, reduced product
availability, or misalignment
with customer demand
Active monitoring of regulatory
environment, engagement with
industry bodies (e.g., VIA), refine
procurement criteria, and align
with NZ standards.
Foreign
exchange risk
Volatility in NZD/JPY or other
currencies affecting import
costs.
Increased cost of imported
vehicles, margin erosion, or
pricing pressure.
Use forward exchange
contracts, hedge exposure, and
adjust pricing strategies.
Product mix
+ demand
volatility
Shifts in customer preference
(e.g., petrol vs. hybrid/EV) due to
fuel prices, emissions charges,
or affordability.
Holding wrong inventory
mix, increased discounting,
slower stock turn, and margin
compression.
Monitor sales mix, enquiry
trends, and aged stock.
Adjust procurement and
allocation dynamically.
Focus on fuel-efficient vehicles
where demand supports it.
Cost inflation
risk
Rising costs in compliance,
refurbishment, labour,
transport, property, digital
advertising, and third-party
services.
Reduced gross margin,
operating leverage, and overall
profitability if costs cannot be
passed on.
Internalise key activities,
rebalance capacity, review
supplier pricing, and continued
focus on operational efficiency.
Pricing +
margin risk
Inability to pass on cost
increases due to competitive
or price-sensitive market
conditions
Margin compression, reduced
profitability, and potential loss
of market share.
Enforce pricing discipline,
focus on value proposition, and
optimise inventory controls.
Economic +
consumer
demand risk
Weak consumer confidence,
cost-of-living pressure,
tighter credit conditions, or
immigration changes.
Reduced demand for used
vehicles, lower sales volumes,
finance/insurance income
pressure, and margin erosion.
Maintain value-focused
positioning, review pricing/
finance penetration, and
develop own-channel lead.
generation.
Key person
risk
Reliance on founder/CEO
(David Sena) and senior
leadership team.
Operational performance and
strategic execution disruption
if key personnel leave without
effective transition.
Develop senior leadership,
delegate authority, ensure
Board oversight, and
implement succession
planning. The founder’s
significant equity stake
continues to mitigate this risk.
Cybersecurity
risk
Data breaches, system outages,
or ransomware attacks on
digital platforms (sales,
inventory, customer data).
Operational disruption,
reputational damage,
regulatory penalties, and loss of
customer trust.
Invest in cybersecurity
inf rastructure, conduct regular
audits, and train staff.
Technology
disruption risk
Competitors or new
technologies (e.g., online
marketplaces, AI-driven
sales) outpacing 2CC’s digital
capabilities.
Loss of market share, reduced
competitiveness, and lower
sales efficiency.
Invest in digital innovation,
monitor industry trends, and
enhance direct-to-consumer
channels.
Reputation risk
Negative publicity (e.g., vehicle
quality issues, compliance
failures, or customer disputes).
Erosion of customer trust,
reduced sales, and long-term
brand damage.
Proactive quality control,
transparent communication,
and crisis management.
planning.

5958
STATEMENT OF CORPORATE GOVERNANCE
Continued
Health and safety
The Board is directly responsible for monitoring corporate
risk assessment processes and is committed to ensuring
a high quality, safe and healthy environment for everyone
who works at the Company, its visitors, customers and
partners.
The Company is committed to developing, improving
and reinforcing its safety culture. Key to this commitment
is continuously improving leadership capacity and
simplifying tools and systems. Paragraph 2.3.3 of the
Board Charter describes how the Company manages its
health and safety risks.
The Board receives monthly updates on health and safety
performance, including performance against plan and
‘near miss’ reporting.
The Company seeks to provide a healthy and safe
workplace with a KPI goal of zero serious harm accidents
and incidents. No serious harm accidents occurred in
FY26. The Company strives to create an environment
where employees report all near miss accidents and
incidents, however minor, with the objective to identify
potential harm and promote continuous improvement.
Vehicles are the biggest risk area for our staff. This
includes risks associated with vehicle movements at
our dealerships as well as in our logistics and vehicle
processing Hub.
The Company engages a third-party specialist to perform
health and safety reviews, ensuring staff are working in
the safest possible environment. These reviews identify
site hazards, ensure full compliance and recommend
any appropriate corrective actions. The latest review
was presented to the Board in March 2024, with agreed
improvement actions completed by 30 April 2024.
All staff are provided with the Company handbook which
contains the risk management policy, health and safety
policy and guidelines for keeping safe while at work. Staff
are required to confirm that they have received and read
this.
Principle 7: Auditors
For the year ended 31 March 2026, UHY Haines Norton
Sydney was the external auditor of the Company.
The Audit, Finance and Risk Management Committee
monitors the ongoing independence, quality and
performance of the external auditors and audit partner
rotation. The Audit, Finance and Risk Management
Committee Charter establishes a f ramework for the
Company’s relationship with its external auditors in
accordance with Recommendation 7.1 of the Code.
The Committee pre-approves any non-audit work
undertaken by UHY Haines Norton Sydney. UHY Haines
Norton Sydney did not provide any non-audit services to
the Company or its subsidiaries during FY26.
The fees paid for audit services in FY26 are identified
on page 40 of the Company’s 2026 Annual Report. The
Company’s external auditors are expected to attend the
2026 Annual Shareholders’ Meeting.
For the purposes of recommendation 7.3 of the Code,
given the comparatively small Company size, there is no
discrete internal audit function. However, a number of
controls are embedded within the Company’s normal
operations, including but not limited to: risk management;
information systems; security; health and safety; conflicts
of interest; and f raud prevention and detection.
Principle 8: Shareholder rights and relations
The Company maintains open channels of
communication with shareholders and interested
stakeholders. It also seeks to encourage effective
participation at Company shareholder meetings,
distributing shareholder communications in accordance
with the NZX Listing Rules and any relevant legislation.
The Company uses a variety of channels and technologies
to keep its shareholders informed. Information is available
via market announcements through NZX, the Company’s
share registry, the Company’s website, results conference
calls, annual reports and annual shareholder meetings.
Shareholders are also able to communicate electronically
with both the Company and its share registry.
All market releases carry the Company’s contact
details and the Company undertakes to respond to
all shareholder communications within a reasonable
timef rame.
Shareholders are encouraged to attend the annual
meeting and may raise matters for discussion at this
event. They can also vote on major decisions which affect
the Company. Voting is by poll, upholding the ‘one share,
one vote’ philosophy. Shareholders can also vote by proxy
ahead of meetings.
Notices of annual or special shareholder meetings are
posted on the Company’s website and to the NZX as
soon as possible, and at least 20 working days prior to
the meeting.
The Company has moved to holding an online only annual
meeting, given the very low historic turnout and the
disproportionate cost involved given the Company's size.
However, shareholders can still engage with the Company
through various means, as noted above.
In addition to shareholders, the Company has a wide
range of stakeholders and maintains open channels of
communication for all audiences such as brokers, the
investing community and the New Zealand Shareholders’
Association, as well as its staff, suppliers and customers.
The Company has a number of policies which uphold
stakeholder interests, including but not limited to the
Continuous Disclosure Policy and Financial Products
Dealing Policy.
Environmental
2 Cheap Cars’ core business continues to support the transition to lower-emission transport in New Zealand through the
sourcing, promotion and sale of hybrid and electric vehicles, alongside the Company’s own environmentally responsible
operational practices.
As a recognised participant in New Zealand’s low-emission used vehicle market, 2 Cheap Cars continues to sell
significant volumes of electric and hybrid vehicles. In FY26, EV/HEV vehicles represented 61% of total vehicle sales, with
4,410 EV/HEV vehicles sold during the year, compared with 3,873 in FY25.
This result reflects both strong consumer demand for more fuel-efficient vehicles and the Group’s ability to adjust its
sourcing mix through its direct procurement capability in Japan. While the EV/HEV sales mix eased slightly in the final
quarter, demand remained strong across the year, highlighting the importance of maintaining a flexible sourcing model
and a product mix that responds to customer affordability, fuel-efficiency preferences and the ongoing impact of Clean
Car Standard settings.
Hybrid / Electric vehicles
Reducing the Company’s internal emissions
2 Cheap Cars acknowledges the importance of
environmental preservation and values the benefits of a
clean, pollution-f ree environment.
The Company’s emissions are primarily generated by
vehicle transportation, including shipping between
Japan and New Zealand, and national distribution f rom
the processing hub in Auckland to dealerships across the
country.
The Company is committed to reducing emissions f rom
national road transportation of our vehicles by selecting
fuel efficient and alternative fuel carriers wherever
possible.
The Company continues to review the most efficient way
to manage operational activities, including the balance
between inhouse capability and the use of external
suppliers. Where vehicles are landed in Auckland,
compliance procedures, panel and paint, and mechanical
repairs are managed through a mix of internal
resources and trusted external partners. This approach
supports operational flexibility while helping to reduce
unnecessary vehicle movements where practicable.
The Company notes that internal carbon offset initiatives
will remain a significant part of our sustainability efforts:
• 70% of the company-owned vehicles are hybrid.
• The vehicle processing hub has been upgraded with
energy-efficient LED lighting and day/night sensors to
minimise power consumption.
• We adhere to best practices for waste disposal and the
use of chemical substances.
• Recycling is an integral part of our waste management
programme. We collect used oil f rom the vehicle
service process and provide it to an external company
for eco-f riendly recycling. We also recycle old vehicle
batteries.
• To reduce paper usage, we encourage the use of
electronic filing.
• Energy usage at the vehicle processing hub is regularly
audited to enable us to consistently improve energy
and water consumption wherever possible.
56%
FY24
ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS
50%
FY25
62%63%60%58%
FY26FY26FY26FY26
Q1Q2Q3Q4
Annual Report for the year ended 31 March 2026.

60
Annual Report for the year ended 31 March 2026.
61
ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS
Social
We understand that our people are the heart of our business. Therefore, 2 Cheap Cars is dedicated to providing
employees with a safe working environment, good conditions and ensuring their wellbeing.
As an industrial business, we prioritise health and safety. In FY23, we conducted an external Health and Safety review,
focusing on our Auckland Hub operations, and implemented a clear action plan to maintain high workplace health
and safety standards. These standards are extended to our car yards and other operational sites. Our commitment is
to ensure a safe and healthy workplace culture is maintained and that we achieve zero serious harm accidents and
incidents each year. We are pleased to report this goal was successfully achieved in the FY26 period.
The safety of our team members, visitors, and customers remains our highest priority, and we are dedicated to ensuring
everyone returns home safely each day.
2 Cheap Cars is an equal opportunity employer that benefits f rom having a diverse employee base. We have
people f rom a range of different cultures and backgrounds and we are committed to providing equal opportunities for
all staff.
Governance
2 Cheap Cars is committed to maintaining strong governance practices that promote transparency, accountability,
and ethical conduct. We have established a robust governance f ramework that includes clear policies and procedures,
regular board and management oversight, and ongoing engagement with stakeholders.
Our governance practices are designed to ensure that we operate in a responsible and sustainable manner, and we
regularly review them.

6362
STATUTORY DISCLOSURES
Spread of 2 Cheap Cars Group security holders
As at 29 May 2026 the spread of shareholders is set out in the table below:
Substantial product holders
The following substantial product holder information is given pursuant to section 293 of the Financial Markets Conduct
Act 2013. The table below sets out the names of the persons who as at 31 March 2026 were registered as substantial
product holders in the company. The total number of voting securities (fully paid ordinary shares) of the Company as at 31
March 2026 was 45,554,500.
RangeNumber of holdersShares% of holders% of shares
1 to 100039 21,888 17%0%
1001 to 500055 165,908 24%0%
5001 to 10,00040 344,522 17%1%
10,001 to 100,00079 2,923,502 34%6%
100,001 and over19 42,098,680 8%92%
Totals 232 45,554,500 100%100%
Substantial product holderNumber of ordinary shares in which relevant interest is held
Yusuke Sena 34,586,927
34,586,927
Directors’ shareholdings
As at 31 March 2026. the Directors(s) of the company had the following relevant interests in the Company's shares:
DirectorsNumber of ordinary shares in which relevant interest is held
Yusuke Sena 34,586,927
Michael Stiassny 102,139
Gordon Shaw 10,181
34,699,247
STATUTORY
DISCLOSURES
NameNumber of shares held% of issued capital
1SENA & CO LIMITED 34,586,927 75.9%
2NEW ZEALAND DEPOSITORY NOMINEE LIMITED 1,466,169 3.2%
3FORSYTH BARR CUSTODIANS LIMITED 1,442,133 3.2%
4ACCIDENT COMPENSATION CORPORATION - NZCSD 1,235,419 2.7%
5AUSTEN HERBERT STEWART KYLE 755,000 1.7%
6LORRAINE MARY MCCAFFREY 500,000 1.1%
7HUMI SENA 250,000 0.5%
7IAN ARCHIBALD HURST & GLORIA FAYE HURST 250,000 0.5%
9BLACK DUCK INVESTMENTS LIMITED 205,714 0.5%
10MARK HENRY PUMPHREY 201,830 0.4%
11HONG REINER 200,000 0.4%
12JONATHAN MICHAEL ALAN PURDEY & WITHERS TSANG
AND CO TRUSTEES LIMITED
170,000 0.4%
13NICHOLAS DAVID SANDLANT 150,000 0.3%
14ERIC ANTHONY FREDERICK BENNIK 147,417 0.3%
15ALAN DAVID WHITE 105,516 0.2%
16MARTIN JOHN WATSON & KARIN CAROLINE WATSON 105,000 0.2%
17MICHAEL PETER STIASSNY 102,139 0.2%
18ZHEN CHEN 101,459 0.2%
19JAMES ALAN GRAHAM 100,500 0.2%
20DAVID ROY COOPER & KAREN ANN COOPER & COOPER FAMILY
NOMINEES LIMITED
100,000 0.2%
20DESMOND ANTHONY PENDER & KATHLEEN MARIE PENDER 100,000 0.2%
20PHILIP BOWMAN 100,000 0.2%
20SIMON WILLIAM PERVAN & JANE PERVAN & BANCO TRUSTEES
LIMITED
100,000 0.2%
20XU XIAO 100,000 0.2%
Total top 24 shareholders 42,575,223 93.5%
Remaining shareholders 2,979,277 6.5%
Total shares on issue 45,554,500 100%
Top 24 shareholders
The names of the largest 24 shareholders of 2 Cheap Cars shares as at 29 May 2026 are listed below:
Annual Report for the year ended 31 March 2026.
Disclosure of Directors’ interests
The Company maintains an interests register in accordance with the Companies Act 1993 in which Directors interests
are recorded.
The following are particulars of general disclosures of interest by Directors holding office as at 31 March 2026 under
section 140(2) of the Companies Act 1993. The Director will be regarded as interested in any and all transactions
between the Company or any of its subsidiaries with the disclosed entity. Particulars of entries made during the year
are noted in brackets for the purposes of section 211(1)(e) of the Companies Act 1993. In addition to the information set
out below, the following other interests were disclosed in the Company's interest register: the authorisation of Directors'
remuneration; and entry into the Directors and officers liability insurance policies, both as further detailed on page 65.

6564
Annual Report for the year ended 31 March 2026.
STATUTORY DISCLOSURES
Continued
STATUTORY DISCLOSURES
Continued
Director / Entity Relationship
Gordon Shaw
2 Cheap Cars Group LimitedDirector
2 Cheap Cars LimitedDirector
2 Cheap Rental Cars LimitedDirector
2CC International LimitedDirector
Car Safety New ZealandDirector
NZ Motor Finance LtdDirector
Institute of Directors (loD) - Nelson Marlborough BranchCommittee Member
Nelson Bays Primary Health TrustIndependent Trustee
ProMed HR New Zealand Ltd Chair and Independent Director
(Department of Corrections)(Committee Member)
(Far North District Council)(Committee Member)
Director / Entity Relationship
Michael Stiassny
2 Cheap Cars Group LimitedChair
2 Cheap Cars LimitedDirector
2 Cheap Rental Cars LimitedDirector
2CC International LimitedDirector
Car Safety New ZealandDirector
NZ Motor Finance LtdDirector
Car Plus KKDirector
Being AI LimitedChair
Founders Advisory LtdDirector
LPF Group LtdDirector
MS10 LtdDirector
Momentum Life Insurance LimitedChair
Tegel Group Holdings LimitedDirector
Share dealings of Directors during the financial period
Directors disclosed under section 148(2) of the Companies Act 1993 that there were no acquisitions or disposals
of relevant interests in the Company’s shares by Directors during the year ended 31 March 2026. Accordingly, no
transactions were entered in the Company’s interests register for the period.
Directors’ remuneration
The total pool of Directors fees available to Non-Executive Directors for the year ended 31 March 2026 was $650,000,
which was approved by shareholders. Of this, $324,000 was paid to Non-Executive Directors in FY26. The table below sets
out the total of the remuneration and the value of other benefits received by each Director during the year.
Board remuneration for the Company and its subsidiaries in FY26:
Salary payments to Mr. Sena are for his executive role within the company, and the other benefits relate to KiwiSaver
contributions
Board remuneration per annum
Board Chair$208,000
Non Executive Director$80,000
Board Committee Chair$12,000
Board Committee Member$6,000
DirectorDirectors feesSalaryOther benefitsSubtotal
Yusuke Sena 399,295 11,462 410,757
Michael Peter Stiassny 220,000 220,000
Gordon Shaw 104,000 104,000
324,000 399,295 11,462 734,757
Directors’ insurance
In accordance with the Companies Act 1993, 2CC has taken out an insurance policy to insure its directors and officers
against potential liabilities and costs incurred in any proceeding, except to the extent prohibited by law.
Director / Entity Relationship
Yusuke Sena
2 Cheap Cars Group LimitedShareholder/Director
2 Cheap Cars LimitedDirector
2 Cheap Rental Cars Limited Director
2CC International LimitedDirector
Car Plus KKDirector
Car Safety New ZealandDirector
Sena & Co LtdDirector
Remuneration rangeFY26
Number of employees
FY25
Number of employees
100,000 - 109,999
3
3
110,000 - 119,999
8
5
120,000 - 129,999
3
3
130,000 - 139,999
4
3
140,000 - 149,999
1
2
150,000 - 159,999
1
1
170,000 - 179,999
1
2
190,000 - 199,999
1
0
210,000 - 219,999
1
0
220,000 - 229,999
0
1
330,000 - 339,999
1
0
360,000 - 369,999
0
1
410,000 - 419,999
1
1
2522
Employee remuneration
The following table shows the number of current and former employees of the company (not being Directors of the
Company) who received remuneration and other benefits in their capacity as employees during FY26, the value of which
exceeded $100,000. The remuneration amounts include all monetary amounts and benefits actually paid during the
year, including the face value of any long term incentive vested during the year (which for FY26 was nil).
CEO remuneration
The CEO’s remuneration as at 31 March 2026 consisted of a base salary, KiwiSaver contributions, and a one-off payment
relating to the cashing out of accrued annual leave. The CEO’s remuneration is reviewed annually by the Remuneration
Committee and approved by the Board.
David Sena’s remuneration during the FY26 year consisted of a base salary of $360,000, which did not increase during
the year. In addition, David received a one-off payment of $20,769 relating to the cashing out of accrued annual leave.

6766
Annual Report for the year ended 31 March 2026.
67
STATUTORY DISCLOSURES
Continued
Subsidiaries of 2 Cheap Cars Group Limited contained within the group
The following persons held office as directors of 2CC Group's six subsidiaries as at 31 March 2026.
Other information
Directors
As at 31 March 2026 the Company's Board comprised the following Directors: Michael Peter Stiassny, Yusuke Sena and
Gordon David Shaw.
Transactions directors are interested in
No disclosures were made of interests in transactions under s 140(1) of the Companies Act.
Use of Company information
No disclosures were made in the Company’s interests register under sections 145(2) and 145(3) of the Companies Act 1993.
NZX waivers
No waivers were granted by NZX or relied on by the Company during FY26.
Exercise of NZX disciplinary powers
The NZX did not take any disciplinary action against the Company during FY26. In particular, there was no exercise of
powers by NZX under NZX Listing Rule 9.9.3 (relating to powers to cancel, suspend or censure an issuer) with respect to the
Company.
Donations
No donations in FY26.
Credit rating
2 Cheap Cars Group Limited does not have a credit rating.
Auditor remuneration
UHY Haines Norton is the appointed auditor of the 2 Cheap Cars Group. During FY26, the Group paid audit fees of $145k, as
detailed in note 9 of the financial statements. Zero non-audit service fees were paid to UHY Haines Norton during the year.


SubsidiaryJurisdictionDirectors
2 Cheap Cars LimitedNew ZealandMichael Peter Stiassny
Yusuke Sena
Gordon Shaw
NZ Motor Finance Limited New ZealandMichael Peter Stiassny
Gordon Shaw
Car Safety NZ LimitedNew ZealandMichael Peter Stiassny
Yusuke Sena
Gordon Shaw
2CC International LimitedNew ZealandMichael Peter Stiassny
Yusuke Sena
Gordon Shaw
Car Plus KKJapanMichael Peter Stiassny
Yusuke Sena
Humi Sena
2 Cheap Rental Cars Limited
(ceased trading)
New ZealandMichael Peter Stiassny
Yusuke Sena
Gordon Shaw
COMPANY
DIRECTORY
Nature of business
Used automotive vehicle retailer and
motor vehicle finance provider
Registered office
102 Mays Road
Onehunga
Auckland 1061
Head office
102 Mays Road
Onehunga
Auckland 1061
Directors
Michael Stiassny
Gordon Shaw
Yusuke Sena
Bankers
ANZ Bank
Solicitors
MinterEllisonRuddWatts
Independent auditors
UHY Haines Norton Sydney
Share register
Computershare

2 Cheap Cars Group Limited
102 Mays Road
Onehunga
Auckland 1061
Ph: 09 869 3330