Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Mortgage Advice
Bureau (Holdings) plc
Annual Report 2024
MAB is one of
the UK’s leading
consumer
intermediary
brands and
specialist networks
for mortgage
advisers, with over
200 awards.
For more information
please visit our website
www.mortgageadvicebureau.com/
investor-relations
Strategic report
CEO Comment....................................................................................1
Financial Highlights.........................................................................2
Operational Highlights...................................................................3
About us & our Market................................................................... 4
Chair’s Statement...........................................................................10
Chief Executive Review................................................................12
Financial Review.............................................................................18
Risk Management.......................................................................... 23
Environmental, Social and Governance..................................41
People and Culture.......................................................................59
Governance
Board of Directors........................................................................66
Company Information..................................................................68
Directors’ Report...........................................................................69
Corporate Governance................................................................ 72
Directors’ Remuneration Report..............................................80
Directors’ Responsibilities Statement....................................86
Independent Auditor’s Report to the Members
of Mortgage Advice Bureau (Holdings) Plc......................... 87
Financial statements
Consolidated Statement of Comprehensive Income......100
Consolidated Statement of Financial Position...................101
Consolidated Statement of Changes in Equity................. 102
Consolidated Statement of Cash Flows.............................. 103
Notes to the Consolidated Financial Statements.............104
Company Statement of Financial Position......................... 146
Company Statement of Changes in Equity.........................147
Notes to the Company Statement of Financial Position.....148
Glossary of Alternative Performance Measures............... 150
Glossary of Terms.........................................................................153
1
Governance
Financial Statements
Strategic Report
CEO COMMENT
“MAB achieved strong financial
growth in 2024 and, by doing so,
maintained its long track record of
outperformance and market share
growth in all market conditions.”
Strategic spend on technology
and digital marketing continued to
increase, supporting our plans to
deliver a higher level of sustainable
growth and futureproof our
operations. Aligning our business
model to evolving customer
preferences for research, advice
and seamless transactions will
enable advisers to access more
potential customers and retain an
increasing number of existing ones.
In February, we hosted a Capital
Markets Day, during which my
team and I set out MAB’s vision to
become our customers’ leading
financial partner through life’s
key moments and demonstrated
the significant progress we have
made in adapting and evolving
our business model to achieve a
far wider consumer reach, drive
greater lead flows, and increase
productivity, efficiency, and margins.
MAB has been listed on AIM for just
over a decade. During that time,
we have built a market-leading,
specialist network for mortgage
advisers while returning over
£125m in dividends to shareholders
– greater than our market
capitalisation at IPO. The Board
is now evaluating the potential
transition to the Main Market of the
London Stock Exchange, which
should provide access to a broader
investor base and further enhance
the Group’s market profile.
2025 has begun strongly and in
line with expectations, with many
AR firms anticipating growth in
adviser numbers this year while
maintaining a focus on increasing
profitability through higher
productivity. We also have the
opportunity to scale our invested
businesses and build upon the
impressive adviser productivity
levels they are already achieving
to deliver strong and sustainable
shareholder returns over the long
term.”
Peter Brodnicki
Founder and Chief Executive
PETER BRODNICKI
FOUNDER AND CHIEF EXECUTIVE
2
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
FINANCIAL HIGHLIGHTS
For the purposes of this report, the expressions “Group”, “MAB”, “plc”, “we”
and “us” means the Company and its subsidiaries and are used interchangeably.
The expression “Company” means Mortgage Advice Bureau (Holdings) plc.
* In addition to statutory reporting, MAB reports alternative performance measures (“APMs”) which are
not defined or specified under the requirements of International Financial Reporting Standards (IFRS).
The Group uses these APMs to improve the comparability of information between reporting periods,
by adjusting for certain items which impact upon IFRS measures, to aid the user in understanding the
activity taking place across the Group’s businesses. APMs are used by the Directors and management for
performance analysis, planning, reporting and incentive purposes. A summary of APMs used and their
closest equivalent statutory measures is given in the Glossary of Alternative Performance Measures.
Administrative / Admin expenses ratio*
£50.5m / 19.0%
(2023: £46.7m/19.5%)
+2.7% / -0.5pp
Gross profit / Margin
£81.9m / 30.7%
(2023: £70.2m/29.3%)
+16.7% / 1.4pp
Revenue
£266.5m
(2023: £239.5m)
+11.3%
Statutory PBT / Statutory PBT margin
£22.9m / 8.6%
(2023: £16.2m/6.8%)
+41.5% / +2.2pp
Basic EPS
27.6p
(2023: 23.6p)
+17.0% / +4.0p
Adjusted diluted EPS*
39.2p
(2023: 29.6p)
+32.4% / +9.6p
Adjusted cash conversion*
120%
(2023: 119%)
+1.0pp
Proposed final dividend
14.8p
(2023: 14.7p)
+0.4% / +0.1p
Net debt* / Leverage*
(£9.7m) / 0.3x
(2023: (£15.2m)/0.6x)
+£5.5m / -0.3x
Adjusted PBT* / Adjusted PBT margin*
£32.0m / 12.0%
(2023: £23.2m/9.7%)
+38.0% / +2.3pp
Governance
Financial Statements
Strategic Report
3
1. Based on first charge mortgage completions, secured personal loans (second charge mortgages),
Later Life Lending mortgages and bridging finance. Market share excludes Product Transfers.
2. Excludes directly authorised advisers, later life advisers without a mortgage and protection license,
and advisers in the process of being onboarded who are not yet able to trade.
Market share of new mortgage lending1 up to
8.4%
(2023: 8.3%)
Closing mainstream advisers2 up 1.2% to
1,941
(2023: 1,918). The number of mainstream advisers2 at 14 March 2025 was 1,985
Revenue per mainstream adviser2 up 12.3% to
£138.7k
(2023: £123.5k)
Gross mortgage completions1 (including Product Transfers)
up 3.9% to
£26.1bn
(2023: £25.1bn)
Adjusted profit before tax (PBT) up 38.0% to
£32.0m
(2023: £23.2m)
OPERATIONAL HIGHLIGHTS
4
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
MAB is one of the
UK’s leading consumer
intermediary brands
and specialist networks
for mortgage advisers.
The Group consists of
nearly 200 Appointed
Representative firms
(ARs) and approximately
2,000 advisers.
Who we are and
what we do
ABOUT US &
OUR MARKET
These advisers provide expert mortgage advice,
assisting customers with home purchases,
refinancing, and property investments. They also
help homeowners secure funds for improvements
and ensure financial protection for their homes
and families against unforeseen events such as
illness, property issues, or loss of life. Advisers act
under the supervision of both their AR firm and
MAB, which is directly authorised by the Financial
Conduct Authority (FCA).
MAB offers its ARs access to a comprehensive
range of mortgage lenders, along with a
dedicated panel of protection providers and
insurers. Beyond market access, MAB provides
extensive support and services, including
business consultancy, technology, adviser
recruitment, compliance, training, and marketing,
empowering ARs to grow and succeed.
MAB has always positioned itself as a strategic
partner for growth-focused firms with strong
leadership. Our proprietary technology (‘MIDAS
Platform’) is a major differentiator, along with our
expertise in customer acquisition and retention.
These strengths enable us to attract and retain
many of the UK’s leading mortgage advice firms,
reinforcing our reputation as a trusted industry
partner.
MAB has historically benefited from strong lead flow in the estate
agency and new build sectors. Around half of our ARs and their
advisers operate under the MAB brand for their trading style,
leveraging its reputation and market presence to drive business
growth.
Beyond our AR network model, MAB has made selective investments
and acquisitions to enhance its expertise and accelerate delivery of
its strategy. This includes expanding into national digital lead sources
such as MoneySuperMarket, Compare the Market, and ClearScore
through the acquisition of Fluent in 2022.
This gives MAB a dominant position in the three largest lead sectors,
with the Group arranging over £26bn of mortgages annually. MAB
has an 8.4%3 market share of UK gross mortgage lending. Through
the continued development of our technology (‘MIDAS Platform’)
and our industry-leading expertise in customer capture and nurture,
we anticipate sustained growth, with more firms choosing to join
MAB. Additionally, the enhanced features and functionality of our
new MIDAS Platform significantly reduce the administrative workload
traditionally associated with mortgage arrangements. By automating
these tasks, advisers can focus on what they do best - providing
expert guidance and support to their customers.
Through a combination of organic growth and selective mergers
and acquisitions (M&A), we aim to capitalise on emerging
opportunities and drive significant expansion. Our goal is to double
both revenue and market share over the medium term, reinforcing
our position as a market leader whilst shaping the future of the
intermediary sector.
3
Market share of new mortgage lending based on first charge mortgage completions,
secured personal loans (second charge mortgages), Later Life Lending mortgages and
bridging finance.
5
Governance
Financial Statements
Strategic Report
MAB FINANCIAL MODEL
MAB operates a scalable platform
model with proven revenue
and profit resilience.
1. Attractive, scalable
revenue model
Our platform model is built on MAB
retaining a share of the revenue
generated by advisers within our
AR firms. Revenue is derived by the
following products:
Mortgage Procuration Fees (40%
of 2024 revenue). These are paid to
MAB by lenders either via the L&G
Mortgage Club or directly to MAB.
Insurance Commissions (39% of
2024 revenue). From advised sales
of protection and general insurance
policies.
Client Fees (19% of 2024 revenue).
Paid by the underlying customer for
the provision of advice on mortgages
and other loans.
Other Income (2% of 2024 revenue).
From services provided to directly
authorised entities, fees in relation
to Later Life Lending and Wealth
and ancillary services such as
conveyancing and surveying.
Since the Company’s IPO in 2014,
we have achieved a 17% CAGR in
revenue despite frequently challenging
economic and geo-political conditions.
This track record highlights our
resilience and ability to thrive in all
market environments.
2. Revenue and profit resilience
Nearly all our AR firms have
contractually committed to working
with MAB for a minimum of five
years. These long-term partnerships
provide excellent income security and
visibility in contract, while enabling
us to support these firms in scaling
their operations and enhancing their
resilience.
Whilst the housing market’s health is
relevant to MAB, approximately 45%
of our annual approved mortgage
cases come from refinancing. Our
client retention is a strategic priority
and our client bank expands each
year as MAB and its ARs continue to
generate strong lead flows, reinforcing
long-term stability and growth.
3. Strong cash generation
All fees and commissions are paid
directly to MAB. After deducting its
share, MAB distributes the remaining
revenues to AR firms, who then
compensate their advisers and cover
additional expenses such as lead sources.
Working capital dynamics are, therefore,
very attractive, generating strong cash
flow from operations and consistently
achieving an adjusted cash conversion1
rate of well over 100%.
4. Capital-light business model
combined with highly
profitable equity investments
MAB operates a capital-light AR
platform model, maintaining a
consistently modest net debt
position and low leverage. This
financial strength has enabled us to
make selective equity investments
in top-performing companies. We
collectively refer to these subsidiaries
and associates as our ‘invested
businesses’. Together, they provide
MAB with enhanced revenue security
and influence over operational and
financial decisions.
Returns from these investments have
been reinvested to enhance our value
proposition, including advancements
in technology and best practices,
which also benefit our AR platform
model.
This hybrid model fosters a virtuous
circle, driving operational efficiencies,
synergies, and scalability while
strengthening MAB’s operating
leverage. Since the Company’s IPO, we
have returned £125 million in ordinary
dividends - equivalent to 150% of our
IPO capitalisation - demonstrating
our commitment to delivering strong
shareholder returns.
2
>90%
AR firms with contracts for 5+ years
~40%
Yearly cases from existing clients
Revenue
and profit
resilience
2
100%+
3
Cash conversion rate1
Strong cash
generation
3
4
Dividends paid since IPO
150% of market capitalisation at IPO
£125m
Capital-light
business
model
4
1
CAGR 2014-2024
Revenue
Adjusted PBT
17%
14%
Attractive, scalable
revenue model
1
1 Adjusted cash conversion is adjusted cash generated as a percentage of adjusted operating profit
ABOUT US & OUR MARKET
CONTINUED
6
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Market Review
New mortgage approvals and mortgage rates
UK Gross new mortgage lending by segment, £bn5
We estimate MAB’s current total
addressable market (TAM) exceeds
£500bn annually. This includes
gross purchase and remortgage
lending of £260bn in 2025, along
with £254bn in Product Transfers
(source: UK Finance). Additionally,
we see significant medium term
growth opportunities from market
innovation, including First Time Buyer
support, Later Life Lending and our
Resilient Homes initiative, which
supports homeowners with energy
efficiency improvements.
2024 marked a recovery year
following a softer market in 2023,
when new mortgage approvals fell
32% in value compared to 2022 in
the aftermath of the September
2022 mini budget. Mortgage
approvals strengthened through
2024, ending the year 28% higher
in value than 2023 but still 12%
below 2022 levels.
This resulted in £242bn of gross
new mortgage completions in
2024, a 7% increase from 2023
but still 23% below the £313bn
recorded in 2022. The purchase
segment rose by 20%, reflecting
some release of pent-up demand,
while the remortgaging segment
saw a slight decline as refinancing
decisions continued to be deferred
– though trends improved in
the second half of the year. UK
Finance4 forecasts an 11% rise in
gross new lending for 2025, which
we view as a realistic expectation.
£500bn+ and growing
Current
1
House purchase
re-finance
Medium Term
2
Aspiring FTBs
Later Life Lending
Long Term
3
Breadth &
diversification
£500bn+ 2025
+£100bn
MAB 3.0?
Current TAM
0%
1%
2%
3%
4%
5%
6%
£5bn
£10bn
£15bn
£20bn
£25bn
£30bn
£35bn
Dec-21
Jun-22
Dec-22
Jun-23
Dec-23
Jun-24
Dec-24
New mortgage approvals (£bn)
5Y fixed rates based on 75% LTV
2022 average:
£25.0bn
2023 average:
£17.1bn
2024 average:
£21.9bn
Source: UK Finance, BoE
2024
2023
%
Residential purchase
146
121
20%
BTL purchase
10
9
19%
Purchase segment
156
130
20%
Residential remortgage
60
65
-8%
BTL remortgage
23
21
12%
Remortgage segment
83
86
-3%
Other
3
10
Total Mortgage completions
242
225
7%
Source: UK Finance
4 UK Finance Mortgage Market Forecasts published December 2024.
5 UK Finance regularly updates its actuals of gross new mortgage lending based upon the latest
available data.
ABOUT US & OUR MARKET
CONTINUED
7
Governance
Financial Statements
Strategic Report
7
UK property transactions by volume (000s)
New mortgage lending by purpose of loan (£m)
UK property transactions increased by 8% in 2024, reaching 1.1m, highlighting the market’s continued resilience. However,
activity levels remain below the long-term pre-global financial crisis average of approximately 1.3m transactions per year.
House prices rose by an average of 1.3% in 2024 compared to 2023, providing a modest boost to mortgage lending. UK
Finance forecasts a 10% increase in purchase lending for 2025 as affordability improves.
30,000
Dec
21
Mar
22
Jun
22
Sep
22
Dec
22
Mar
23
Jun
23
Sep
23
Dec
23
Sep
24
Dec
24
Mar
24
Jun
24
50,000
70,000
90,000
110,000
130,000
England
Scotland
Wales
Northern Ireland
Dec
21
Mar
22
Jun
22
Sep
22
Dec
22
Mar
23
Jun
23
Sep
23
Dec
23
Sep
24
Dec
24
Mar
24
Jun
24
0
10,000
20,000
30,000
First time buyers
Home-owner movers
Home-owner re-mortgages
BTL purchases
BTL re-mortgages
Other (inc. lifetime and further advances)
Remortgaging activity remained subdued in 2024, as
affordability constraints limited customers’ ability to refinance
on the open market. Product Transfers totalled £218bn, down
9% from 2023, with many borrowers opting to stay with their
existing lenders. However, more fixed-rate products are set to
expire in 2025 and with affordability improving, refinancing
activity is expected to pick up. UK Finance forecasts a 30%
increase in remortgage lending and 13% growth in Product
Transfers in 2025.
The share of UK residential mortgage transactions
facilitated by intermediaries (excluding Buy to Let, where
intermediaries have a higher market share, and Product
Transfers, where intermediaries have a lower market share)
rose slightly to 87.4% in 2024 (2023: 86.7%), reflecting the
continued demand for expert advice, choice, and support
in an increasingly complex macroeconomic environment.
The Intermediary Mortgage Lenders Association (IMLA)
anticipates intermediary market share to grow further in
2025-26.
ABOUT US & OUR MARKET
CONTINUED
8
Our performance since IPO
MAB resilience and
market share growth
Since the Company’s IPO in 2014, we
have achieved a 17% CAGR in revenue
despite frequently challenging
economic and geopolitical conditions.
Our market share has increased each
year to 8.4%1 in 2024, highlighting our
ability to grow and outperform the
market in all conditions.
Ongoing investment in technology
and lead generation continues to
enhance the Group’s resilience,
efficiency and diversification.
Additionally, MAB’s selective
investments and acquisitions have
enabled expansion into new build,
shared ownership and national digital
lead sources, further strengthening its
market position.
This strategy has proved highly
complementary to our AR network
model. Importantly, our strong
revenue performance has translated
into 14% CAGR in adjusted PBT over
the same period.
UK gross lending £bn
Adjusted PBT £m
Revenue £m
1 Market share represents first charge mortgage completions, excluding secured personal loans (second charge mortgages), later life lending mortgages and bridging finance
300
100
0
2014
2024
200
57
8
267
32
Brexit
Covid
Cost of
living
14%
CAGR
17%
CAGR
2022
Mini
budget
Rate
hike
cycle
4.1%
4.3%
4.7%
5.7%
6.1%
6.3%
7.5%
8.4%
Market
Share1
204
220
247
260
269
269
244
310
315
225
242
1%
CAGR
8.3%
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
ABOUT US & OUR MARKET
CONTINUED
MAB 2.0: set for accelerated growth
Improving quality
of earnings through
growth of invested
businesses
We have laid the foundations for MAB 2.0, and our deliberate strategy – driven by continuous innovation and
investment – positions us strongly for accelerated growth.
Our invested businesses have
become increasingly significant
contributors to the Group’s
revenue and profit. With higher
average productivity and
profitability than our wider AR
network, we expect the impact
of our invested businesses to
grow further. As we continue
investing, we are building a
more balanced, resilient, and
profitable business for the
long-term.
9
Governance
Financial Statements
Strategic Report
2024
Mid Term
2019
Revenue
Adj. PBT
Invested businesses
AR network
Target 15% Adj. PBT
1 Adjusted PBT reflects estimated allocation of Group overhead costs
ABOUT US & OUR MARKET
CONTINUED
10
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
CHAIR’S STATEMENT
Since joining the Board as an
independent Non-Executive
Director four years ago, I have
witnessed first-hand the resilience
and adaptability of MAB in
navigating a rapidly evolving
mortgage market. From the
challenges of Covid and the cost-
of-living crisis to the mini budget
and interest rate fluctuations, the
Group has remained steadfast in
its strategy while continuing to
invest in shaping the future of the
intermediary sector for the benefit
of customers.
2025 marks the start of the
next stage of our journey, with a
commitment to significant medium-
term growth for the benefit of all our
stakeholders. These ambitions were
outlined by our Executive Team at
our recent Capital Markets Day at
the London Stock Exchange – this
was an important milestone for MAB,
coming just over a decade since we
listed on AIM.
The Board is now evaluating the
Company’s potential transition to
the Main Market, with the ambition
of securing inclusion in the FTSE
250 Index. This step should open
access to a broader investor base
and further enhance the Group’s
market profile. However, we are
committed to ensuring that any
transition is both strategic and
responsible, with timing dependent
on continued strong performance.
2024 performance
Market expectations for interest
rate cuts were postponed during
the year, delaying the anticipated
recovery in purchase and refinance
activity. Despite this, UK gross
mortgage lending rose by 7.3% in
20241 compared to 2023. Against
this backdrop, our revenue grew by
11.3% to £266.5m - an impressive
performance that reflects our
strong market position. Our market
share in first charge mortgage
lending also increased to 8.4%
(2023: 8.3%).
Adjusted PBT increased by 38.0%
to £32.0m in 2024, including a
higher level of strategic spend,
positioning MAB more strongly
for accelerated growth. Adjusted
earnings per share was 39.2 pence
on a fully diluted basis, an increase
of 32.4% on 2023. The Group
remains highly cash generative,
with an adjusted cash conversion
of 120%. Net debt at year end was
a modest £9.7m reflecting our
disciplined approach to financial
management.
Strategic progress
In February 2025, the Company
hosted a Capital Markets Day for
shareholders and prospective
investors. The event featured
updates from the Executive
Team – and from some of our
Appointed Representatives - on
strategy, growth plans, technology
and lead generation initiatives.
Further details can be found in the
“Chief Executive review”.
MIKE JONES
CHAIR
It is a pleasure to present my first
Chair’s statement at a time of
continued success and ambition for
the business. Over the past year,
we have delivered a strong financial
performance, reinforced our market
leadership and demonstrated
the value that we create for our
customers and all our stakeholders.
11
Governance
Financial Statements
Strategic Report
The Board has set ambitious
medium-term growth targets,
including plans to double both
revenue and market share. We are
confident that these targets are
achievable.
Capital allocation
framework and
dividend policy
To support these growth
objectives, the Board approved a
new capital allocation framework,
transitioning from the previous
payout-based dividend policy to
a progressive dividend policy that
has no specific payout ratio target.
This revised approach reflects our
desire to optimise the mechanism
by which capital is returned to
shareholders and ensure sufficient
capital is available to fund growth
opportunities.
Surplus capital that is not
required to fund organic business
investment, ordinary dividends,
or potential inorganic investment
opportunities will be returned to
shareholders as additional returns
over and above ordinary dividends.
Such distributions are expected
to be made via share buybacks or
special dividends.
The Board is pleased to
recommend the payment of a final
dividend for the year of 14.8 pence
per ordinary share. This brings the
total proposed dividend for the
year to 28.2 pence per ordinary
share (2023: 28.1p) a year-on-year
increase of 0.4%. The final dividend
will be paid, subject to shareholder
approval, on 27 May 2025.
In respect of 2025, the Board
currently expects to pay a dividend
of approximately 50% of adjusted
post-tax and minority interest
profits. Approximately one-third
of the expected full-year dividend
being paid in November 2025,
following the announcement of
the Group’s interim results. The
remaining two-thirds will be paid,
post approval, following our Annual
General Meeting in May 2026. The
Board is committed to a progressive
dividend policy thereafter.
Environmental, Social
and Governance
(ESG)
MAB continues to strengthen its
sustainability approach, focusing
on: Environmental Leadership and
Advocacy, Social Responsibility and
Strong Governance and Oversight.
The ESG section of the Annual
Report highlights the excellent
progress we have made in 2024,
including the launch of Resilient
Homes - a pioneering initiative
designed to connect homeowners
with solutions to improve their
homes’ energy efficiency.
Board changes
I succeeded Katherine Innes Ker
as Chair of the Group on 22 May
2024, having joined the Board in
March 2021. I also chair the Group
Risk Committee (GRC) and the
Nomination Committee.
Rachel Haworth became an
independent Non-Executive
Director of the Company with effect
from 1 May 2024. Rachel chairs
the Remuneration Committee and
serves on the Audit, Nomination and
Group Risk Committees.
David Preece, Non-Executive
Director, has decided not to seek
re-election at the next AGM.
I would like to thank David for his
enormous contribution to MAB as
an Executive Director from 2004
to 2019 and as a Non-Executive
Director since 2019.
The Board intends to add
two additional Independent
Non-Executive Directors.
Emilie McCarthy became Chief
Financial Officer (CFO) of the Group
with effect from 22 May 2024. Emilie
succeeds MAB’s previous CFO, Lucy
Tilley, who I would like to thank for
her significant contribution and
commitment to the business over
nine years.
Paul Gill, Chief Risk Officer, will be
joining the Board as an Executive
Director, subject to regulatory
approval1.
Looking ahead
2025 has begun on a positive note,
with expectations of a steady
increase in purchase transactions
throughout the year. Refinancing is
expected also to be a key driver of
activity in both 2025 and into 2026.
We are seeing growing optimism
among many of our ARs and expect
a return to organic growth in adviser
numbers while also continuing to
enhance adviser productivity.
I look forward to working with
the Board to help MAB achieve
its ambitious growth plans, and
ensuring more customers can
achieve their homeownership goals.
Mike Jones
Chair
17 March 2025
CHAIR’S STATEMENT
CONTINUED
1 Paul Gill was appointed to the Board on 18 March 2025
12
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Overview of 2024
2024 started positively, with lower
mortgage rates fuelling optimism
and expectations of rate cuts
through the year. However, delays
in these cuts slowed the anticipated
rebound in house purchase and
refinance activity during the first
half of the year. Following the
General Election in July, swap rates
and mortgage pricing eased, only
to climb again towards the year-
end as markets digested Labour’s
first budget in 14 years, set against
a backdrop of global uncertainty
around US trade policy and inflation.
Despite these challenges, MAB
achieved strong financial growth in
2024. Revenue for the year rose by
11.3% to £266.5m (2023: £239.5m),
outpacing the 7% growth in UK
gross lending over the same period1.
Profitability, as measured by adjusted
PBT, also saw a significant increase
of 38.0%, rising from £23.2m in 2023
to £32.0m in 2024.
In 2024, MAB continued to invest
in technology and digital marketing
(‘strategic spend’) to drive organic
growth. MAB remains well-
positioned for sustainable growth
and has proved to be resilient
in adverse and subdued market
conditions. We have a strong focus
on future-proofing our business
model to align with evolving
customer preferences in how they
research, receive advice and conduct
transactions seamlessly. For us, how
we grow is just as important as how
fast we grow, and our deliberate
strategy positions us uniquely to
capitalise on the significant and
growing opportunities we generate.
We maintain our focus on adviser
productivity, achieving significant
improvements in 2024. Productivity,
as measured by revenue per adviser,
increased by 12.3% from £123.5k to
£138.7k over the period. Enhancing
productivity remains a key priority,
with technology and lead generation
playing a crucial role in driving
further operational efficiency and
revenue growth.
Lead generation and
lifetime customer
value
MAB has been built on a foundation
of providing exceptional service
for introducer lead sources and
their customers. We have further
strengthened this commitment
by investing in early customer
engagement, data analytics and
profiling, to gain deeper insights
into the needs of both existing
and future customers. These
enhancements not only improve
the customer experience but also
drive greater lifetime value.
We have added digital lead
generation to drive additional lead
flow from existing lead sources,
including early-stage researchers
that are not yet ready to speak
to an adviser. This enables us to
guide customers on their journey
to become mortgage-ready,
enhancing early engagement and
converting a greater percentage
of opportunities into completed
business. Through our proprietary
technology (‘MIDAS Platform’),
we track the effectiveness of this
approach. Customer referrals
from existing lead channels have
increased, and we continue to
optimise this engagement strategy
to maximise lead conversion.
Customer retention remains a key
priority, with approximately 40% of
our annual mortgage applications
coming from returning customers
who have transacted previously
with MAB ARs. As the client
bank continues to expand, so do
retention opportunities, enabling
our ARs to strengthen long-term
relationships with customers and
drive sustainable growth. To support
this, in 2024, MAB invested in a
‘Mortgage Monitoring’ tool, which is
primarily designed to help ARs be
more successful at communicating
with, and retaining, more customers.
This has been rolled out across all
our ARs and is particularly timely
given the high volume of mortgage
maturities forecast in 2025. This
tool provides monthly updates to
clients and continuously scans the
market, alerting customers as to
CHIEF EXECUTIVE REVIEW
PETER BRODNICKI
CHIEF EXECUTIVE OFFICER
1 (Source: UK Finance)
13
Governance
Financial Statements
Strategic Report
when securing a new mortgage deal
would be beneficial. This innovation
is expected to enhance retention
while delivering a superior customer
experience at minimal cost.
National, local and
organic lead sources
The acquisition of Fluent
strengthened MAB’s market
position, providing access to
national lead sources and new
digital channels, including
strategic partnerships with
MoneySuperMarket and Compare
the Market. Building on that
foundation, we have continued to
expand and enhance our national
lead sources. Together, these
partnerships enable us to engage
with customers early in their
research process, leveraging data-
driven insights to tailor our services
and enhance lead conversion.
Lead generation – acquiring new
customers, retaining existing ones,
and increasing customer lifetime
value – remains a key point of
differentiation for MAB. Combined
with our ‘MIDAS Platform’
technology, lead generation is a
critical driver of adviser productivity
and AR growth, performance,
and retention. As technology and
Artificial Intelligence (AI) continue
to evolve, they will play a pivotal
role in how our partner firms
acquire, retain, and maximise value
for their customers.
We plan to continue investing
in these areas, ensuring MAB’s
business remains futureproofed
and continues to deliver strong,
sustainable, and profitable growth
over the long term.
Contribution from our
invested businesses
MAB operates a capital-light AR
platform model, maintaining a
consistently modest net debt
position and low leverage. This
financial strength enables us to
make selective equity investments
in top-performing companies.
We collectively refer to these
subsidiaries and associates as our
‘invested businesses’.
Returns from these investments
have been reinvested to enhance
our value proposition, including
advancements in technology and
best practices, which significantly
benefit our AR platform model.
This hybrid model fosters a
virtuous circle, driving operational
efficiencies, synergies, and
scalability while strengthening
MAB’s operating leverage.
MAB has built a strong portfolio
of associates and subsidiaries,
having acquired minority and
majority stakes as well as making
full acquisitions. These strategic
investments enhance our market
position in key specialist areas,
including new-build mortgages and
digital customer lead generation,
reinforcing our leadership and
expanding our capabilities. These
investments are complementary to,
and supported by, the growth of
our core platform AR model.
The contribution to Group revenue
and profit from our invested
businesses has grown significantly
since 2019 and is expected to
continue increasing. On 29 May
2024, MAB acquired the remaining
20% stake in our subsidiary First
Mortgage Direct (FMD) for £9.3m.
Each acquisition is carefully aligned
with a strategic objective. In 2022,
our investment in Fluent marked a
deliberate strategic move towards
acquiring new customers through
national and digital lead sources,
including via Price Comparison
Websites (PCW). The acquisition of
Fluent was immediately followed by
a very challenging macroeconomic
period triggered by the 2022 mini
budget. However, by focusing on
returning the business to growth,
we are pleased to report that
Fluent delivered £4.4m in adjusted
profit before tax (PBT) in 2024,
an encouraging turnaround from
a £1.1m loss in 2023. Fluent is now
well-positioned for continued
growth and plays a fundamental
role in the Group’s strategy for
national lead sources.
CHIEF EXECUTIVE REVIEW
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14
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
We also plan to scale organically
our invested businesses, increase
our shareholdings, and streamline
operations by consolidating them
under unified brands where it is
strategically beneficial to do so. The
productivity and profitability of our
invested businesses significantly
exceeds those of our AR network,
and we expect them to make an
increasing contribution to the
Group’s overall performance and
long-term growth.
Technology and AI
While many industry players
are shifting away from in-house
solutions, proprietary technology
remains central to our strategy. Our
continued investment in ‘MIDAS
Platform’, our proprietary technology
platform, strengthens our ability
to optimise operational efficiency
and drive revenue growth from new
lead flow, lead nurture, customer
retention, adviser productivity and
customer lifetime value.
We firmly believe that technological
advancement and AI will
revolutionise our industry. By
retaining control of our technology,
we can innovate freely, develop
tailored solutions, and seamlessly
integrate with our chosen partners,
ensuring we stay ahead in a rapidly
evolving market.
MAB recognises the growing
importance of early customer
engagement, which often starts
well before they are ready to
transact. A key focus area of
‘MIDAS Platform’ is enhancing
the technology experience for
both Advisers and customers. We
have already achieved significant
time savings through innovations
such as automated disclosures,
document sharing, direct decision-
in-principle, and a customer-facing
fact find that enables pre-filled
data. Our goal is to cut the time
required to complete a house
purchase mortgage in half by
the end of 2025 and achieve a
further meaningful reduction in
the medium term, leveraging the
additional benefits of AI.
Upcoming upgrades will further
enhance AR efficiency and have
the potential to boost adviser
productivity, reinforcing our
commitment to a faster, smarter, and
more seamless mortgage process.
Our roadmap incorporates greater
automation and AI functionality
to drive growth and enhance
operational efficiency across the
business. These advancements will
futureproof our model and reinforce
our leadership position in the
intermediary sector.
We see AI making a significant
impact in four core areas:
1. Lead triage and nurturing –
improving customer engagement
and conversion.
2. Advice – leveraging a “guardian
angel” tool to support both
advisers and customers.
3. Operational efficiency –
streamlining central processes to
enhance productivity.
4. Compliance and audit –
ensuring accuracy, consistency,
and regulatory adherence.
By embracing these innovations,
we are shaping the future of
mortgage advice and customer
experience.
Adviser productivity
and growth
Adviser numbers and adviser
productivity are key drivers of
MAB’s organic growth. Now
that the housing and mortgage
markets have stabilised and show
signs of sustainable recovery, AR
confidence is returning. As a result,
we anticipate recruiting new ARs
into our network, while existing ARs
are expected to fill more adviser
vacancies, driving overall adviser
growth. We are also forecasting
stronger adviser productivity.
Additionally, our invested
businesses have significantly
higher adviser productivity than
the average of our AR network
and by sharing best practices and
enhancing AR productivity through
improvements in the ‘MIDAS
Platform’ and AI, we expect to
elevate performance levels across
the Group.
FCA Regulation
Consumer Duty
MAB is committed to delivering
the right outcomes for customers
in accordance with the FCA
Consumer Duty rules. These
regulations, which emphasise
customer-centric practices, are
embedded in our operations
and actively overseen by senior
leadership. This ensures we
consistently uphold the highest
standards of consumer protection,
reinforcing trust and long-term
customer relationships.
Pure Protection - Market Study
In August 2024, the FCA
announced a market study into
the Distribution of Pure Protection
Products to Retail Customers.
Delivering good customer
outcomes has always been at
the heart of MAB’s strategy and
culture. We view this as a positive
initiative for the market, as clearer
governance aligns with, and
supports, our commitment to
high standards, transparency, and
customer-centric practices across
the Group.
As with Consumer Duty, we
fully support elevating industry
standards. We believe that
raising the bar will drive market
consolidation, presenting a
strategic opportunity for MAB.
CHIEF EXECUTIVE REVIEW
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15
Governance
Financial Statements
Strategic Report
Simplifying
responsible lending
and advice rules for
mortgages
The FCA is taking steps to improve
access and flexibility for mortgage
borrowers. The regulator has
reminded firms of the flexibility
within its rules, particularly
regarding affordability stress testing.
Currently the stress testing applied
by lenders prevents a significant
number of renters from becoming
First Time Buyers (FTBs). The FCA
will very shortly launch a Call for
Evidence on current and alternative
approaches to stress testing.
In a pro-growth environment, and
especially in a falling interest rate
environment, we believe that any
changes in this area will lead to
more successful FTB applications.
We welcome this move by the FCA.
Additionally, the FCA will soon
consult on ways to make it easier
for customers to:
• Remortgage with a new lender
• Reduce their overall cost
of borrowing through term
reductions
• Discuss their options with a
firm outside of a regulated
advice process
Throughout this work, the FCA
will work closely with HM Treasury,
the Bank of England, the Financial
Policy Committee, and the
Prudential Regulatory Authority. For
a variety of reasons, we strongly
welcome the FCA’s focus on these
matters and will closely monitor
developments with interest.
Advancing MAB’s
sustainability
strategy
MAB continues to enhance its
sustainability approach, with a
focus on:
• Environmental leadership and
advocacy;
• Social responsibility; and
• Strong governance and
oversight.
In 2024, our key activities included:
• Supporting energy-efficient
homes through tailored advice
and funding solutions.
• Promoting the adoption
of ‘Green Mortgages’, by
collaborating with lenders and
advisers to increase accessibility
and awareness.
• Enhancing internal climate risk
governance by embedding ESG
considerations into decision-
making at all levels.
Resilient Homes
In 2024, MAB launched Resilient
Homes, a pioneering initiative
that connects homeowners with
solutions to improve their homes’
energy efficiency. Through MAB’s
Resilient Homes proposition, we
provide our ARs with the means to
help customers explore upgrade
opportunities via trusted and
fully vetted partners, assess the
associated costs, secure financing
solutions, and access mortgage and
protection advice. With 11.5 million
owner-occupied homes across
England and Wales – representing
72% of all households – there is a
significant opportunity to support
energy efficiency improvements.
Resilient Homes strengthens our
AR proposition while positioning
MAB as a key player in advancing
the UK’s net-zero ambitions.
Approximately 50% of MAB
mortgage customers acquire or
remortgage properties with an
EPC rating of D or below. If just
2% of these customers chose to
implement energy improvements
such as solar panels with
battery storage, MAB advisers
would facilitate greenhouse gas
reductions of approximately
868 tCO₂ annually. This impact
equates to planting approximately
34,720 mature trees each year or
eliminating four million miles of
standard car travel.
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16
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
While the Green Mortgage market is
still maturing, and many customers
have yet to fully engage or afford
home energy improvements, we
firmly believe this market will scale
significantly as environmental
concerns, energy costs, and
climate change pressures become
increasingly compelling.
MAB is already well-positioned for
this shift, offering a comprehensive
end-to-end solution while actively
engaging customers and providing
tailored mortgage advice on this
important topic.
Green Mortgage growth
Green Mortgages are lender-defined
products that include an incentive
for borrowers to either purchase
an energy-efficient property or
improve the energy efficiency
of an existing property. After a
challenging 2023, green mortgage
lending rebounded strongly in 2024,
accounting for 7.6% of total lending
– a 75% increase in value compared
to the previous year. Growth was
particularly strong in Q4, driven by
greater lender innovation and rising
consumer demand. Notably, Green
Mortgages are increasingly being
used for both new-build and older
properties, indicating a market shift
towards retrofit-focused lending
solutions.
ESG performance monitoring
MAB has strengthened its ESG
reporting framework by introducing
a refined set of sustainability key
performance indicators (KPIs).
These KPIs include energy efficiency
metrics related to mortgages,
community engagement measures,
and social impact related measures,
ensuring greater transparency
and accountability. A baseline
was established in 2024, with
improvement targets to be defined
in 2025.
Climate risk integration
MAB has strengthened its climate
risk management approach by
embedding sustainability within
its governance structure and risk
framework. The Sustainability
Committee, which includes
senior leadership and executive
directors, provides oversight on
ESG matters and reports directly to
the Audit Committee. In addition,
climate-linked performance
incentives have been introduced
for senior leadership, reinforcing
MAB’s commitment to long-term
sustainability goals.
2024 sustainability highlights:
• Customer experience: Feefo
rating increased to 5 stars,
with Trustpilot at 4.7, reflecting
consistently high satisfaction
levels.
• Community engagement:
Expanded social impact
initiatives from 13 to 17, with
increased funding of £50,000
directed towards charitable and
community-led projects.
• Total carbon emissions
increased marginally from 335
tCO₂e to 340 tCO₂e (market
basis), driven by higher gas
consumption for office heating.
However, electricity consumption
decreased by 11%, and zero
waste to landfill was maintained
at HQ.
• Through our Resilient Homes
proposition, we continue to
integrate certified retrofit
services into mortgage advice,
helping customers explore
energy efficiency improvements.
MAB remains dedicated to
embedding sustainability
across all areas of the business,
ensuring alignment with evolving
regulations, industry standards,
and market expectations. Looking
ahead, we will continue to refine
our ESG strategy to enhance
impact and accountability while
collaborating with industry partners
to drive innovation in sustainable
home financing.
Medium-term
growth targets
The Board has set medium-term
growth targets that reflect our
ambition to scale MAB and deliver
significant value for stakeholders:
• Double revenue from that
achieved in 2024
• Adjusted PBT margin of >15%
• Adjusted cash conversion of
>100%
• Double market share (new
mortgage lending)
Capital Markets Day
In February 2025 we hosted a
Capital Markets Day at the London
Stock Exchange for shareholders,
prospective investors and analysts.
Founder and Chief Executive
Officer (CEO) Peter Brodnicki,
Deputy CEO Ben Thompson,
Chief Financial Officer (CFO)
Emilie McCarthy and Chief Risk
Officer (CRO) Paul Gill led the
presentations of MAB’s vision,
business model and strategy and
medium-term growth targets.
The event included presentations
on:
• Mortgage innovation
opportunities;
• Customer acquisition and
lifetime value;
• Platform model, scalability and
performance;
• Regulation and Consumer Duty;
• Growth and capital allocation;
and
• Insights from our ARs.
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17
Governance
Financial Statements
Strategic Report
Consideration of move to Main
Market
The Board continues to evaluate
a potential transition to the Main
Market, with the ambition of securing
inclusion in the FTSE 250 index.
This step should open access to a
broader investor base and further
enhance the Group’s market profile.
We are committed to ensuring that
any transition is both strategic and
responsible, with timing dependent
on continued strong performance.
Further updates will be provided as
appropriate.
Current trading and
outlook
We experienced increased
mortgage activity through much
of the second half of 2024, a trend
we expect to continue through
2025. During this period, the cost
of borrowing and mortgage rates
declined from recent highs, as the
Bank of England Base Rate began
to fall – from 5.25% to 4.75% at
the end of the year and to 4.5% in
February this year.
While inflation remains lower,
it remains a factor to watch.
However, when combined with
real wage increases, we anticipate
an improvement in mortgage
affordability for all borrowers.
The release of pent-up demand
became evident in Q4 2024, with
mortgage applications rising by 15%
compared to Q4 2023. According
to UK Finance, gross mortgage
lending is forecast to grow by 11%
in 2025, while Product Transfers are
projected to rise by 13%.
Re-financing will be a key driver of
activity in the second half of 2025
and into 2026, fuelled by a large
volume of maturing mortgage
deals during this period. This
surge is driven by 5-year fixed
mortgages from the post-pandemic
boom, and 2-year fixed deals from
2022/23, which saw high volumes
immediately following the 2022 mini
budget. Many of these mortgages
were secured at higher rates,
prompting borrowers to seek better
terms as rates continue to decline.
The housing market is showing
signs of recovery as affordability
improves, driven by increased buyer
activity and a higher volume of
new properties coming onto the
market in late 2024 and into 2025.
If mortgage rates remain stable
or decline further, and market
confidence continues to grow, we
anticipate stronger purchase activity
in 2025. While housing transactions
are still below long-term averages, a
recovery from current lows appears
increasingly likely.
We support the Government’s
growth agenda and its push to
increase new housing development
in the UK. MAB has a strong track
record in new-build mortgages, and
as this sector gains momentum –
potentially in late 2025 – it should
provide a significant tailwind
for the Group. Additionally, we
welcome ongoing discussions by
the Government and UK regulators
on reviewing mortgage lending
policies to help more renters
transition into First-Time Buyers.
MAB has long supported this
initiative, and we are eager to see
how it develops.
Finally, the rollout of new
technology enhancements and
lead-generation initiatives is set to
drive further growth in 2025. Many
AR firms anticipate an increase
in adviser numbers, alongside a
continued focus on profitability
through higher productivity levels.
We are well placed to deliver
another year of strong revenue and
profit growth.
Peter Brodnicki
Chief Executive Officer
17 March 2025
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18
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
FINANCIAL REVIEW
We measure the development, performance and position of our business against a number of key indicators:
Revenue
£266.5m
£188.7m
£230.8m
£239.5m
£266.5m
2021
2022
2023
2024
Total income from all revenue streams.
Shareholder value and financial performance.
Strategy/objective
Adjusted Fully Diluted EPS (DPS)1
39.2p
Shareholder value and financial performance.
Strategy/objective
Total comprehensive income attributable to equity
holders of the Company, adjusted for exceptional
items, divided by total number of fully diluted
ordinary shares (Dividend per share).
36.9p
(28.1p)
37.4p
(28.1p)
29.6p
(28.1p)
39.2p
(28.2p)
2021
2022
2023
2024
Adjusted PBT1
£32.0m
Adjusted profit before tax.
Shareholder value and financial performance.
Strategy/objective
£24.2m
£27.2m
£23.2m
£32.0m
2021
2022
2023
2024
Administrative expenses ratio (%)
19.0%
Operating efficiency.
Strategy/objective
Administrative expenses, depreciation and
amortisation as a proportion of revenue.
14.8%
15.6%
19.5%
19.0%
2021
2022
2023
2024
Adjusted Cash Conversion %
120%
Financial stability.
Strategy/objective
Cash generated from operating activities adjusted
for movements in non-trading items as a
percentage of adjusted operating profit.
113%
105%
119%
120%
2021
2022
2023
2024
Unrestricted cash balances / (Net debt)
Bank balances at period end available for use
in operations.
Financial stability.
Strategy/objective
£17.6m
£7.2m
£3.0m
£4.2m
2021
2022
2023
£17.6m
£(16.2)m
£(15.2)m
£(9.7)m
Net cash / (debt)
Unrestricted cash balances
2024
Capital adequacy
£43.0m
Financial stability.
Strategy/objective
Excess capital requirements over amounts required
by the Financial Conduct Authority (FCA).
£18.9m
Excess
Capital
£26.8m
Excess
Capital
£28.0m
Excess
Capital
£4.3m
£5.5m
£5.5m
£6.2m
2021
2022
2023
2024
£43.0m
Excess
Capital
Gross Profit Margin (%)
30.7%
Managing gross margins.
Strategy/objective
Gross profit generated as a proportion of revenue.
27.0%
27.3%
29.3%
30.7%
2021
2022
2023
2024
Adjusted EBITDA (Margin %)1
£35.1m (13.2%)
Earnings before interest, tax, depreciation and
amortisation (Adjusted EBITDA as a proportion
of revenue).
Shareholder value and financial performance.
Strategy/objective
£25.3m
(13.4%)
£29.1m
(12.6%)
£26.7m
(11.2%)
£35.1m
(13.2%)
2021
2022
2023
2024
1 In addition to statutory reporting, MAB reports alternative performance measures (“APMs”) which are not defined or specified under the requirements of International
Financial Reporting Standards (“IFRS”). The Group uses these APMs to improve the comparability of information between reporting periods, by adjusting for certain
items which impact upon IFRS measures, to aid the user in understanding the activity taking place across the Group’s businesses. APMs are used by the Directors and
management for performance analysis, planning, reporting and incentive purposes. A summary of APMs used and their closest equivalent statutory measures is given
in the Glossary of Alternative Performance Measures.
19
Governance
Financial Statements
Strategic Report
EMILIE MCCARTHY
CFO
Revenue
The Group delivered strong growth in the year. Revenue was up 11.3% to
£266.5m (2023: £239.5m) and continued to be generated from three core
areas, as follows:
Income source (£m)
2024
2023
Change
Mortgage procuration fees
105.8
98.0
+7.9%
Protection and General Insurance (GI)
commission
104.7
93.1
+12.4%
Client fees
51.2
43.4
+18.1%
Other income
4.8
5.0
-3.4%
Total
266.5
239.5
+11.3%
In addition, the business mix by lending value is set out below.
Business mix (%)
2024
2023
Change
Purchase
53%
47%
+6pp
Remortgage
25%
27%
-2pp
Product transfer
22%
26%
-4pp
Total
100%
100%
This performance was driven
by increases in all income areas
and reflects a favourable shift
in mortgage mix and continued
focus on delivering great customer
outcomes.
• Mortgage procuration fees
rose by 7.9% to £105.8m,
underpinned by a strong second-
half performance and a higher
proportion of house purchase
transactions. The average
mortgage size increased by 5.1%
outpacing the average 1.3% rise
in house prices between 2023
and 2024.
• Protection and General insurance
commission grew by 12.4% to
£104.7m, reflecting the key role
that advisers play in enhancing
customer outcomes and helping
clients safeguard their homes –
typically their most significant
financial commitment. In 2024,
the Protection attachment on
approved mortgages remained
at c38%.
• Client fees increased by 18.1%
to £51.2m. This was driven by
an increase in second charge
mortgages within Fluent and
greater house purchasing
activity, which has a higher Client
fee attachment rate.
FINANCIAL REVIEW
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20
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
The proportion of revenue from each income stream remained broadly
consistent:
Income source
2024
2023
Mortgage procuration fees
40%
41%
Protection and General Insurance (GI) commission
39%
39%
Client fees
19%
18%
Other income
2%
2%
Total
100%
100%
Revenue per mainstream adviser (productivity)
Revenue per mainstream adviser grew 12.3% in 2024 from £123,500 to
£138,700 driven by an increase in the proportion of advisers within our
invested AR firms (who generate significantly above average revenue per
adviser) – greater adoption of technology; and a reduction in the number
of new advisers, who typically take 6-9 months to reach full productivity.
The productivity dynamic between invested and non-invested firms,
particularly for first-charge mortgage products, is noteworthy.
In 2024, the first charge mortgage revenue (including procuration fee,
protection and GI commission, and Client fees) per average mainstream
adviser was c80% higher in invested firms than non-invested ARs.
Average
number of
advisers
Productivity
per adviser
(£000s)
Invested AR firms
426
178
Non - invested AR firms
1,442
99
Gross profit and gross profit margin
Gross profit increased 16.7% to £81.9m (2023: £70.2m) with a gross margin
improving 30.7% (2023: 29.3%). This growth was driven by a combination
of operational efficiencies, an improved business mix, and contributions
from high-margin subsidiaries.
The shift towards house purchases – where protection attachment rates are
typically higher –further supported gross profit growth.
Margin expansion was also driven by the strong performance of MAB’s
higher-margin subsidiaries – FMD, Auxilium, and Vita. In these consolidated
businesses, adviser employment costs are offset by retaining all revenue
within the Group, resulting in gross profit margins well above our Group
average. This emphasis on higher-margin subsidiaries is a core pillar of
MAB’s growth strategy, enabling continued investment in innovation,
particularly in technology.
Fluent and FMD together
contributed to a total margin
improvement of £7.0m, Fluent
accounting for £4.8m (c.41%) of
the £11.7m increase, benefiting from
the rightsizing of its cost base in H1
2023 and a higher lead conversion
rate, with FMD accounting for
£2.2m driven by a higher volume of
Protection.
Administrative
expenses
Administrative expenses increased
by £3.8m (+8.2%) to £50.5m
in 2024, reflecting ongoing
investment in the Group’s
capabilities to support long-term
organic growth.
During the year, £1.3m of software
development costs relating to the
‘MIDAS Platform’ were capitalised
for the first time, ensuring
alignment between investment
and future economic benefits.
Adjusting for this capitalisation, the
underlying administrative expense
ratio remained broadly stable at
19.4%, compared to 19.5% in 2023.
The Group continues to invest
strategically in technology and
digital marketing, leveraging a
combination of in-house expertise
and third-party resources. These
investments are expected to
drive enhanced lead generation
opportunities, greater operational
efficiencies and therefore future
revenue growth and future
productivity.
The Group benefits from a relatively
fixed cost base, where cost
increases typically lag revenue
growth, creating opportunities for
operating leverage as the Group
continues to scale.
FINANCIAL REVIEW
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21
Governance
Financial Statements
Strategic Report
Adjusted Profit
Before Tax (PBT)
and margin
Adjusted PBT increased by 38.0%
to £32.0m (2023: £23.2m), with the
adjusted PBT margin improving to
12.0% (2023: 9.7%). Excluding the
capitalisation of ‘MIDAS Platform’
Capex, adjusted PBT was £30.7m,
representing a 32.5% increase, with
a corresponding margin of 11.5%.
The significant improvement in
adjusted PBT margin was driven
by a higher gross profit margin,
combined with a broadly stable
administrative expense ratio,
reflecting the Group’s ability to
scale efficiently.
All areas of the business
contributed to profit growth, with
Fluent delivering a particularly
strong performance, contributing
£5.5m to the increase—clear
evidence of the required business
turnaround.
Adjusted profit before tax
excludes costs associated with
acquisitions and investments,
including amortisation of acquired
intangibles, non-cash operating
expenses associated with the put
and call option agreements on the
Fluent and Auxilium acquisition and
non-recurring restructuring costs.
Statutory profit
before tax
Statutory profit before tax was
£22.9m (2023: £16.2m), with £2.9m
higher costs relating to acquisitions
and investments offset by £0.5m of
non-recurring restructuring costs
in 2023. As a result, the margin on
statutory profit before tax was 8.6%
(2023: 6.8%).
Taxation
The effective tax rate on adjusted
profit before tax is 25.3% (2023:
21.8%), primarily reflecting the
full year impact of the increase in
the prevailing UK corporation tax
rate. The adjusted effective rate is
broadly in line with the headline
UK tax rate with non-deductible
expenses being offset by untaxed
profit from associates.
The tax charge of £6.8m (2023:
£3.7m) represents an effective
tax rate on statutory profit before
tax of 29.7% (2023: 23.0%), which
is higher than the headline UK
corporation tax rate of 25% mainly
due to disallowable acquisition
related costs.
Earnings per share
In 2024, adjusted diluted earnings
per share* was 39.2p (2023:
29.6p) and basic earnings per
share increased to 27.6p (2023:
23.6p). In 2024 the 11.6p difference
between adjusted and basic EPS is
mainly due to £6.9m of acquisition
related costs net of any tax impact
attributable to the parent.
Dividend
The Board is pleased to propose
a final dividend of 14.8.p per
share (2023: 14.7p). This makes a
proposed total dividend for the
year of 28.2p per share (2023:
28.1p). This represents a cash outlay
of £8.6m (2023: £8.4m). Following
payment of the dividend, the Group
will continue to maintain significant
surplus regulatory reserves.
The record date for the final dividend
will be 25 April 2025 and the
payment date 27 May 2025. The ex-
dividend date will be 24 April 2025.
FINANCIAL REVIEW
CONTINUED
22
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
As previously announced, the
Board expects to pay a dividend
of approximately 50% of adjusted
post-tax and minority interest
profits in 2025 and is committed
to a progressive dividend policy
thereafter.
Adjusted cash
conversion
The Group’s operations generate
strong positive cash flow, as
evidenced by the net cash from
operating activities of £38.6m
(2023: £29.7m). Adjusted cash
conversion* was 120% (2023: 119%),
which supports our expectation
that adjusted cash conversion will
continue to exceed 100%.
Capital adequacy
The Group enjoys significant
headroom on the regulatory
requirements of its regulated
entities. The Group’s regulatory
capital requirement represents 2.5%
of regulated revenue in regulated
entities within the Group and
increased to £6.2m at 31 December
2024 (2023: £5.5m) as a result of
further growth in regulated activity.
At 31 December 2024 the Group
had headroom of £43.0m (2023:
£28.0m) on its regulatory capital
requirement, a 690% surplus.
Capital allocation
In February 2025 the Board
approved a new capital allocation
framework, transitioning from the
previous payout-based dividend
policy to a progressive dividend
policy that has no specific payout
ratio target. This revised approach
reflects our desire to optimise
the mechanism by which capital
is returned to shareholders and
ensure sufficient capital is available
to fund growth opportunities.
The Group actively monitors its
capital position, strategically
allocating resources based on
defined return criteria. Our capital
allocation framework strikes a
balance between funding growth
initiatives and delivering returns to
shareholders, as outlined below:
Financial resilience: Ensuring our
regulated entities meet their capital
requirements while maintaining a
low level of Group leverage. In 2024
our surplus regulatory capital was
£43.0m (2023: £28.0m) and our
net debt was £9.7m (2023: £15.2m)
equating to leverage of 0.3x (2023:
0.6x).
Organic growth investment: We
define this as ‘strategic spend’,
which we commit to future-proof
MAB, including technology, AI,
digital marketing and personnel. In
2024 the Group had a combined
strategic spend of £8.4m,
comprising £6.3m of technology
spend (including £2.0m of Dashly
minority acquisition investment),
£1.6m of digital marketing spend
and £0.5m spent on recruitment of
new personnel.
Ordinary dividends: We expect to
pay a combined £16.3m of dividends
to shareholders in respect of 2024,
with the final dividend payment
expected on 27 May 2025.
M&A: In 2024 we exercised the
option to purchase the remaining
20% of FMD for a total cash
consideration of £2.3m (plus £7.0m
of shares issued) and £0.5m of
deferred cash consideration paid to
Fluent.
Surplus capital: In 2024 there were
no additional distributions beyond
ordinary dividends.
FINANCIAL REVIEW
CONTINUED
23
Governance
Financial Statements
Strategic Report
Effective risk management
is fundamental to our
success. To ensure our
approach is appropriate
and robust, we have
established an integrated
Risk Management
Framework (which is
described below in more
detail) that enables us to
systematically identify,
assess, monitor and
manage risks arising from
our activities.
Our approach to
risk management
RISK
MANAGEMENT
The Group has a strong risk culture, which is central to this
framework, fostering effective risk management that supports the
Group in achieving its strategic objectives and delivering positive
customer outcomes. Our Risk Management Framework, along with
associated systems and controls, provides the Board with assurance
that risks are managed appropriately and in line with the Board’s
defined risk appetite.
To support and reinforce this framework, the Board receives regular
reports on risk management activities, providing assurance on
the Group’s risk position and the effectiveness of its systems and
controls.
Risk Governance
The Board is responsible for overseeing risk management policies
and practices, both directly and through its committees, including
the Group Risk Committee (GRC). These policies are implemented
through our Risk Management Framework, ensuring a structured
approach to risk oversight. The Board also conducts an annual
review and approval of our Statement of Risk Appetite, as outlined
below.
Our Statement of Risk Appetite defines the types and levels of risk
the Group is prepared to accept—or avoid—in pursuit of its strategic
objectives, while ensuring compliance with regulatory requirements.
To maintain strong oversight, the Chief Risk Officer (CRO) provides
regular updates on business-wide risks to the Board. The CRO
reports directly to the CEO and the GRC, reinforcing accountability
and transparency in risk reporting.
24
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
RISK MANAGEMENT
CONTINUED
A well-established governance structure underpins our approach, ensuring clear lines of responsibility and accountability.
This framework enables effective oversight, reporting, and challenge through the organisation, from the Board to its
sub-committees, management and employees as shown in the table below:
AREA
RESPONSIBILITY
The Board
• Overall accountability for Risk Management within the Group.
Group Risk
Committee (GRC)
• Approval of the Risk Framework, Statement of Risk Appetite and Principal Risks and
Uncertainties.
• Assess the effectiveness of the Risk Management Framework and effectiveness of
systems and controls.
Risk & Compliance
Committee (RCC)
• Oversight and challenge of the Risk Management Framework.
• Review risks and outcome reporting, emerging risks and regulatory change.
First Line of Defence
• Ensuring risk management is part of business strategy and the culture within the
Group.
• Implementing and operating systems and controls to manage risk within appetite.
• Identifying, assessing and reporting risks and incidents.
Second Line of
Defence
(Risk Management
Team)
• Implementing and developing the Risk Management Framework across the Group.
• Providing appropriate support, tools, training and policies to enable effective
implementation of the framework across the Group.
• Developing and maintaining a risk information suite to provide information to
management on current and emerging risks for RCC and GRC.
• Conduct independent oversight and challenge of risk related activities in line with the
Combined Assurance Plan to challenge and test internal systems and controls.
All employees
• All employees have a requirement to comply with risk management policies and
procedures.
Internal Audit
• Performing audits on the internal control environment in line with the Internal
Audit Plan.
• Identify and agree management actions.
• Liaise with the Risk & Compliance functions to develop a risk based Combined
Assurance Plan.
• Report to RCC and the Audit Committee.
Risk management within the Group is overseen by the Board, which holds overall accountability. The Group Risk
Committee (GRC) is responsible for approving the Risk Framework, Statement of Risk Appetite, and Principal
Risks, while also assessing the effectiveness of risk management systems. The Risk & Compliance Committee (RCC)
provides oversight and challenges the framework, reviewing regulatory changes and emerging risks.
25
Governance
Financial Statements
Strategic Report
RISK MANAGEMENT
CONTINUED
At an operational level, the First Line of Defence ensures that risk
management is embedded within the business strategy, implementing
controls and reporting risks. The Risk Management Team, which sits in the
Second Line of Defence, develops and maintains the Risk Management
Framework, providing tools and oversight to support risk governance. All
employees must adhere to risk policies, while Internal Audit independently
evaluates internal controls, liaises with the RCC, and reports on audit
outcomes to strengthen assurance.
Risk Management Framework
Throughout 2024, the Group has continued to invest in enhancing its
risk management framework and resources, strengthening oversight
and ensuring the effectiveness of the control environment. This
framework enables the Group to monitor risks associated with its
business activities, ensuring they remain within the Board’s defined risk
appetite. Any issues identified are addressed appropriately to maintain
a robust risk posture.
The CRO, oversees the framework with the risk management team
responsible for its day-to-day implementation and continuous
improvement.
Risk
Management
Framework
Risk
Identification
Risk
Assessment
Risk
Reporting
Risk
Treatment
Risk
Evaluation
Risk appetite
Risk appetite defines the level
and types of risk that the Group
is willing to accept to achieve its
strategic objectives. It is shaped by
factors such as market conditions,
personnel, technology, regulatory
requirements, and internal policies.
The ‘Statement of Risk Appetite’
is reviewed and approved by
the Board at least annually.
It acknowledges that while the
Group has minimal or no appetite
for risk in certain areas, calculated
risk-taking is necessary in others
to support strategic objectives
and growth.
The Risk Management Framework
comprises of 5 pillars, described
below:
26
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
RISK MANAGEMENT
CONTINUED
1. Risk identification
The Risk Management Framework outlines the Group’s approach to
identifying risks, recognising that this is an ongoing process in a dynamic
market influenced by evolving regulations, cyber and technology risks, and
shifting customer expectations.
Once identified, risks are recorded within the Group’s Risk Management
System (RMS) and managed through the cyclical procedures outlined in
the framework. To support the identification and mitigating actions, risks
are categorised into six categories:
• Strategic and market
• Legal and regulatory
• Conduct
• Reputational
• Operational, and
• Financial.
2. Risk assessment
The Group’s risk assessment framework, embedded within the RMS,
ensures a consistent approach to evaluating risks.
Risk and control assessments are conducted regularly by risk owners,
allowing the risk management team to assess and report on the strength of
the Group’s control environment. This process helps identify areas requiring
additional attention and ensures that necessary remedial actions are
effectively implemented.
3. Risk evaluation
Following risk assessment, the Group evaluates each risk based on its
likelihood and potential impact. This evaluation informs decision-making
at all levels, ensuring that risk responses are proportionate and aligned
with business objectives. By using quantitative and qualitative analysis, the
Group ensures that risks are prioritised effectively, with clear escalation
processes in place.
4. Risk treatment
Once assessed and evaluated, risks are managed through appropriate
mitigation strategies. This may involve implementing new controls,
strengthening existing processes, transferring risk through insurance or
contractual arrangements, or in some cases, accepting risk within agreed
tolerances.
The risk management team works closely with business functions to ensure
that treatment plans are actionable, practical, and aligned with regulatory
requirements.
5. Risk reporting
The Risk Management Framework
ensures clear visibility of the
Group’s top risks and ongoing
mitigation efforts. Regular risk
reporting provides insights into
the Group’s overall risk position,
monitors the effectiveness of
controls, and identifies emerging
risks. This reporting is submitted
to both the Risk & Compliance
Committee (RCC) and the Group
Risk Committee (GRC), ensuring
Board-level oversight.
There has been continued
investment in the risk management
resources and systems and controls
team over the past three years and
the Group is focussed on a plan
to ensure MAB moves towards a
fully integrated risk management
approach across all Group entities.
Future enhancements
Key risks and evolving changes
in areas such as cyber threats,
operational resilience, customer
expectations, technological
advancements, supply chain
management and internal controls
underscore the importance of a
strong risk management culture
across the Group. By embedding
this culture, alongside robust
reporting and adherence to the
Risk Management Framework,
the Board is assured that risk
management is effectively
integrated in daily operations.
In 2025, the Group will continue
to refine its Risk Management
Framework and reporting processes
to align with evolving risks and
strategic objectives. A key focus will
be on further strengthening
and embedding internal controls,
enhancing oversight and
reinforcing the challenge process to
maintain the highest standards of
risk governance.
27
Governance
Financial Statements
Strategic Report
Principal Risks and
Uncertainties (PRUs)
The Board has identified the
Principal Risks and Uncertainties
(PRUs) that could impact the
Group’s operations and its ability to
achieve strategic objectives. Each
risk is assigned a rating based on:
• The likelihood of it materialising
at a level that could affect
strategic objectives; and
• The potential impact on the
Group should the risk crystallise.
This assessment considers the
effectiveness of existing mitigating
controls to ensure a balanced
evaluation of risk exposure.
It is important to note that the
identified risks are not exhaustive.
As the business landscape evolves,
new risks may emerge that have
not yet been identified or assessed
as materially significant. The Group
remains committed to continuously
monitoring and adapting its risk
management approach to address
emerging challenges.
1 Geopolitical issues resulting in
increasing global conflict
2 Macroeconomic
3 Climate Change
4 Regulatory Compliance
5 Consumer expectations and
operating in a competitive market
6 Fraud
7 Cyber and Infosec
8 Infrastructure and its system
9 Supply chain dependencies
10 Brand and reputational performance
Principal Risk & Uncertainties Heat Map
RISK MANAGEMENT
CONTINUED
Likelihood
Impact
1
8
9
7
2
4
9
10
3
6
5
28
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Key Mitigation / Controls:
2024 Activity:
Risk Trend
1. GEO-POLITICAL ISSUES RESULTING IN INCREASING GLOBAL CONFLICT
STRATEGIC & MARKET
Geopolitical tensions continue to
pose risks to global trade, supply
chains, market stability, and
inflationary pressures.
In particular, political shifts in the
U.S. over the past 12 months have
heightened uncertainty, increasing
the likelihood of new challenges.
These developments, alongside
ongoing global conflicts and
strained U.S.-China relations, could
create additional challenges for
businesses and customers alike.
•
MAB Group conducts regular monitoring
and horizon scanning of market
conditions and works closely with
industry trade bodies to ensure the best
outcomes for customers and the industry.
•
MAB Group has no presence in the
impacted regions, so the ongoing
conflicts do not present a direct physical
risk to the continuity of services.
Geopolitical risks remained a key concern
throughout 2024. However, leveraging its
experiences - particularly during the COVID-19
pandemic and the mini-budget - the Group
has strengthened resilience measures,
systems, and controls to operate effectively in
a disrupted market environment.
To ensure preparedness, the Group conducts
regular going concern assessments,
stress-testing financial resilience and
leveraging lessons from past disruptions.
By maintaining robust operating systems
and risk controls, the Group remains
well-positioned to navigate geopolitical
uncertainties within the limits of its influence.
2. MACROECONOMIC
STRATEGIC & MARKET
The Group’s performance is
influenced by macroeconomic
conditions affecting the UK
housing market.
•
Regular ongoing quality assurance
activity within the first and second line of
defence.
•
Strong relationships with lenders and
providers to enable customers to have
access to a broad range of products.
•
Going Concern Assessments are
regularly performed to stress-test the
Group’s financial resilience against
macroeconomic fluctuations.
The Group continues to regularly stress
test its forecast through Going Concern
Assessments and considers this against
housing market changes and movements in
Bank Base Rate.
In the event of worsening economic
conditions, the Group remains well-
positioned to support existing and
prospective customers, helping them
navigate market challenges and maximise
available opportunities.
In 2024, the Group enhanced its
management information capabilities,
ensuring second-line oversight provides
trend analysis and root cause identification.
These improvements support proactive
decision-making and help safeguard positive
customer outcome.
3. CLIMATE RISK
STRATEGIC & MARKET
Climate change impacts the
economy, housing market, and
business operations through
factors such as global warming,
regulatory changes, evolving
market expectations, and supply
chain disruptions. The Group is
committed to enhancing its ability
to measure and manage climate
risks, including monitoring its
environmental impact. This risk is
evaluated in the context of global
climate events, market dynamics,
and increasing regulatory
expectations.
•
The Group prioritises resilience,
adaptation, and strategic alignment with
shifting policies, market expectations, and
investor priorities to address climate-
related challenges.
•
MAB’s Sustainability Committee, which
reports to the Audit Committee and
includes the Deputy CEO, CFO, and CRO,
oversees all climate-related activities.
This ensures climate risks are identified,
integrated, and effectively managed
across the business.
The Sustainability Committee was further
embedded within the business as a core
governance mechanism.
Enhancements were made to the
methodology for identifying, assessing,
and managing climate-related risks,
with an expanded scope to ensure MAB
proactively adapts to the evolving impacts
of climate change. For further details, please
refer to the Climate Risk section of the
“sustainability” section.
Risk Trend Matrix
Elevated Risk
Stable Risk
Reduced Risk
The table below is the list of PRUs
RISK MANAGEMENT
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29
Governance
Financial Statements
Strategic Report
Key Mitigation / Controls:
2024 Activity:
Risk Trend
4. REGULATORY COMPLIANCE
LEGAL & REGULATORY
The Group must comply with
existing regulatory requirements
while also anticipating, adapting
to, and embedding new legislation,
regulations, and industry
standards. Failure to comply could
result in reputational and financial
damage, including potential
sanctions from regulatory bodies
such as the FCA (withdrawal of
authorisations) and the Information
Commissioner’s Office (ICO)
(imposition of censure and/or
financial penalties).
•
The Group maintains comprehensive
policies and procedures to ensure
adherence to regulatory requirements.
•
The Risk and Compliance team’s activities
provide assurance around new and
existing regulation.
•
The Group engages in ongoing dialogue
with key regulatory bodies and industry
organisations to remain aligned with
evolving expectations.
During 2024 we monitored and responded
to all applicable regulatory publications
while maintaining engagement with the
FCA and our trade bodies on key regulatory
matters.
Following the implementation of Consumer
Duty requirements, the Group enhanced
its focus on delivering optimal customer
outcomes, embedding these principles into
business operations. This remains a key
objective for 2025.
Additionally, the Group Data Protection
Officer and Data Protection team continue
to oversee compliance with GDPR and
ICO regulations, ensuring data protection
standards are upheld.
5. CUSTOMER EXPECTATIONS AND OPERATING IN A COMPETITIVE MARKET
CONDUCT
The Group operates in a highly
competitive market, where
customer expectations are
constantly evolving.
To remain competitive, the Group
must continue to adapt and
innovate to meet the needs of
both existing and prospective
customers, as well as the strategic
objectives of its ARs and Invested
Businesses.
•
The Group maintains strong relationships
with its ARs and Invested Businesses to
ensure collaboration to provide the best
outcomes for them and their customers.
•
Ongoing investment in the Group’s
technology platform enhances the user
experience for customers, ARs and
advisers.
•
Customer outcome monitoring has
matured to ensure that customers receive
the right advice, services, and products
tailored to their needs.
•
The Group is committed to delivering
optimal customer outcomes through
technology-driven transparency,
efficiency, education, and improved
understanding.
In 2024, the Group observed a significant
increase in customer engagement through
its secure customer portal. The platform’s
enhanced functionality now allows existing
customers to view all their products in one
place, combined with Mortgage Monitoring
tools that support ongoing service and
engagement.
For the first time, the number of customers
originating through the new platform
exceeded the legacy system, marking a
significant milestone in the Group’s digital
transformation.
A strong focus on customer education
remains a key driver, ensuring that both
existing and prospective customers benefit
from the right guidance. The Group aims to
support customers at every interaction by
combining digital innovation with expert
advice at the point of need.
Additionally, the Group is actively working
with lenders on product design, ensuring
that the market evolves to better support
customer needs.
RISK MANAGEMENT
CONTINUED
30
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Key Mitigation / Controls:
2024 Activity:
Risk Trend
6. FRAUD RISK
LEGAL & REGULATORY
There is a risk that the Group may
be exposed to fraudulent activity
by customers, AR firms, advisers,
employees or unknown third
parties.
•
Comprehensive financial crime prevention
framework - The Group has a dedicated
Financial Crime team, responsible for
fraud prevention, detection, and response.
•
Robust policies and reporting
mechanisms - Policies are in place to
ensure prompt internal and external
reporting of suspicious activities,
including whistleblowing procedures that
provide employees and stakeholders with
secure channels to raise concerns.
•
Delegated authorities and access
controls - Strict role-based access
controls and delegated financial
authorities limit exposure to fraudulent
transactions and ensure that financial
activities align with industry standards.
•
Ongoing training and awareness - Regular
fraud prevention training is provided
to advisers, AR firms and employees,
ensuring awareness of emerging fraud
risks and best practices in financial crime
prevention.
In 2024, the Group strengthened its fraud
risk management by working closely with
lenders and providers to identify, investigate
and take appropriate action against
potentially fraudulent activities.
The Financial Crime team provided ongoing
support to advisers by delivering training
sessions and enhanced guidance materials.
These initiatives focused on new and
emerging fraud and financial crime trends,
ensuring that risk awareness and compliance
remain a key priority across the organisation.
7. INFRASTRUCTURE AND IT SYSTEMS
OPERATIONAL
The Group’s performance could
be adversely impacted if the
availability and/or security of its
proprietary system, and other IT
infrastructure, were compromised.
•
MAB follows a defined system design /
architecture process which includes sign
off by the Design Authority forum. This
process ensures consistency with MAB’s
core architecture principals, that include
resilience and security by default.
•
Systems are monitored from both an
availability and security perspective.
Security monitoring also includes
engagement with an external Security
Operations Centre to provide remote
monitoring, horizon scanning and
advanced warning of emerging threats.
•
Systems are periodically tested to
provide ongoing comfort that they are
(a) resilient in the event of minor events,
(b) recoverable in the event of an outage
and (c) secure.
•
The RRC, which oversees risks associated
with availability and security for the
Group, is well established and focused on
this area of risk.
In 2023/24 MAB carried out successful
tests to prove the ability to recover our core
broker systems in the event of a serious
failure. The successful conclusion of these
tests means that we have confidence that we
can recover our broker systems completely,
from backup, should a failure occur in our
live environment.
In 2024 MAB also added additional
capabilities into our new system, MIDAS
Platform, that enhance our ability to recover
from individual service failures.
RISK MANAGEMENT
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31
Governance
Financial Statements
Strategic Report
Key Mitigation / Controls:
2024 Activity:
Risk Trend
8. CYBER AND INFORMATION SECURITY
OPERATIONAL
A cyber-attack on the Group’s
systems could have significant
consequences, including
operational disruption, data
breaches, financial loss, and
reputational damage.
•
Cyber Security Strategy & Threat
Monitoring - MAB regularly reviews and
enhances its cyber security strategy to
address emerging threats. 24/7 real-
time monitoring, intrusion detection,
and incident response capabilities
support early threat identification and
mitigation. MAB additionally utilises
3rd party services, through a SOC
(Security Operations Centre), to provide
monitoring, alerting, horizon scanning and
analysis of developing threats.
•
The new strategy for 2025-2028
incorporates oversight across the MAB
Group to minimise cyber risk across all
Group companies
•
Security Testing - MAB uses a
combination of 3rd party software
solutions and testing services to carry out
regular security and penetration testing of
our systems.
•
Access Controls & Data Protection - Strict
identity and access management policy
and protocols protect all key systems and
sensitive data.
•
Employee Training & 3rd Party Risk
Management - Regular cyber security
awareness training helps reduce human
error risks. Effectiveness of this testing
is verified by the use of phishing training
exercises. Additionally, the Group
conducts cyber risk assessments of
suppliers and partners to ensure security
compliance.
•
Incident Response & Business Continuity
- An incident response plan and disaster
recovery framework are in place to
minimise downtime and ensure business
continuity in the event of a cyber incident.
An external cyber forensic response
company is held on retainer to minimise
impact of any serious incident and reduce
recovery time.
Throughout 2024, the Group continued to
invest in strengthening its Cyber Security
Strategy, implementing new systems and
controls to enhance the maturity of its
security posture.
Investments were made in people, tools and
technology to improve oversight, monitoring
and testing, ensuring proactive mitigation
against the ever-evolving cyber risk
landscape. These efforts will continue into
2025 with the expansion of cyber security
improvements across the Group, further
reinforcing resilience against cyber threats
and information security risks.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Key Mitigation / Controls:
2024 Activity:
Risk Trend
9. SUPPLY CHAIN DEPENDENCIES
OPERATIONAL
Disruption to MAB’s supply chain
would likely cause operational,
financial and reputational harm.
•
The Group maintains strong relationships
with key suppliers to ensure continued
operational resilience.
•
The Group’s operational resilience,
procurement, and supply risk frameworks
provide effective governance over this
key risk area.
•
The RRC, which oversees supply chain
risks, is well-embedded within the
Group’s governance, ensuring ongoing
assessment and mitigation.
MAB implemented its Procurement
policy promoting a fair and transparent
procurement process and developed
the supplier digital portal to improve
supply chain visibility which enables the
identification and reduction in potential
supply chain risks and dependencies.
This digital portal has a standardised
approach to assess supplier financial
stability, governance policies, data security
and ESG considerations before engagement,
strengthening risk oversight.
The RCC carried out scenario testing on
supply chain disruptions, focusing on
hypothetical stress scenarios to assess the
Group’s ability to recover from potential
disruptions. Additionally, the Group
invested further in the RMS to enhance its
understanding of supplier dependencies and
key supply chain risks.
10. BRAND AND REPUTATIONAL PERFORMANCE
REPUTATIONAL
The quality of the Group’s
proposition, brand, continued
growth, and the credibility of its
ARs and advisers are key factors
that directly impact reputation and
brand performance. Ensuring high
standards in customer service and
market positioning is essential to
maintaining trust and long-term
success.
•
The Group is committed to maintaining
stronger relationships with existing
customers, ensuring their mortgage and
protection needs continue to be met.
•
Investment in cutting-edge digital tools
enhances engagement with introducers,
adds value to the customer journey and
improves lead flow management.
•
The Group continuously improves its
ability to nurture prospective customers,
ensuring they receive the right guidance
and advice at the right time.
Throughout 2024, the Group launched and
enhanced branded and self-branded nurture
journeys, enabling seamless customer
progression from research and engagement
to becoming mortgage customers. These
enhancements have been integrated across
CRM and digital nurture platforms to
support customer retention and conversion.
Additionally, the Group has developed and
enhanced digital tools across introducer sites
to strengthen customer relationships. Key
priority digital tools have been re-developed
to improve lead placement and outcome
tracking, ensuring better alignment between
customer needs and available products.
Customers now benefit from our mortgage
monitoring tools, helping them gain greater
clarity on their mortgage options and
enabling better financial decision-making.
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Governance
Financial Statements
Strategic Report
Section 172(1) statement
The Directors of MAB consider that in conducting the business of the Company over the course of the year, they
have complied with Section 172(1) of the Companies Act 2006 (the Act) by fulfilling their duty to promote the
success of the Company and act in the way they consider, in good faith, would be most likely to promote the
success of the Company for the benefit of its members as a whole.
MAB’s continued success depends on the support of all of our stakeholders. Building positive relationships with
stakeholders who share our values is fundamental to achieving long-term, sustainable growth. By working together
towards shared goals, we enhance our ability to deliver value.
To fulfil their duties, the Directors and senior management carefully consider the impact of decisions on all
stakeholders, maintaining a long-term perspective and adhering to the highest standards of conduct and
governance. Where appropriate, decisions are carefully discussed with relevant stakeholders to ensure transparency
and alignment.
Reports are regularly made to the Board by the senior management team on strategy, performance and major
decisions, ensuring that proper consideration is given to stakeholder interests in decision-making. This governance
framework allows the Board and senior management to have due regard to the impact of decisions on the
following matters outlined in Section 172(1) of the Act.
SECTION 172 FACTOR
APPROACH TAKEN
Consequences of any decision
in the long-term
The Board is committed to ensuring sustainable, long-term growth while
delivering strong financial performance. Every material decision is made with
the long-term success of the business in mind.
The Company’s business model and strategy, outlined in the Strategy Report,
are designed to support long-term value creation. Any amendments to this
strategy require Board approval.
At least annually, the Board reviews and approves a budget aligned with its
strategic objectives, based on a three-year forecast model. Financial and non-
financial key performance indicators (KPIs), as detailed in the Strategic Report,
are reviewed at each Board meeting to assess the impact and effectiveness of
decisions
A long-term perspective also underpins the Board’s approach to risk
management, ensuring that potential risks to the business’s sustained success
are carefully considered. Our prudent financial leverage supports a balanced
approach to dividend payments and employee remuneration, reinforcing
financial stability and sustainable value for stakeholders.
Interests of employees
Our employees play a key role in executing our strategic objectives. The Board
is committed to fostering a supportive and engaging work environment,
investing in professional development and ensuring we maintain the capabilities
necessary for long-term growth. The Directors’ consideration of employee
interests is detailed in the Environmental, Social, and Governance section of the
Strategic Report.
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34
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
SECTION 172 FACTOR
APPROACH TAKEN
Fostering business
relationships with suppliers,
customers and others
Engaging with our stakeholders is fundamental to our ethos as it strengthens
our relationships and informs better business decisions.
MAB’s engagement with suppliers, clients, and other counterparties is outlined
in the Environmental, Social, and Governance section of the Strategic Report.
Our key counterparties include AR firms, mortgage and protection product
providers, affinity partners, and other professional firms, with whom the senior
management team has established long-standing relationships.
For new material counterparties, due diligence is conducted before transacting
to mitigate reputational and legal risks. The Company adheres to pre-agreed
payment terms with all suppliers, ensuring fair and transparent business
practices.
Impact of operations on
the community and the
environment
We continue to support our local communities, building on the success of the
Mortgage Advice Bureau Foundation. Further details on our engagement with
local communities and charitable activities during the year can be found in the
People and Culture section of the Strategic Report.
The Group’s impact on the environment is limited due to the nature of the
business operations, as outlined in the ESG section of the Strategic Report.
However, the Board is committed to limiting the impact of business on the
environment where possible.
Maintaining high standards of
business conduct
The Board is committed to achieving and maintaining the highest standards of
corporate governance, integrity and business ethics. Ensuring fair outcomes for
customers, partners, and employees is central to our approach.
The Group’s Risk and Compliance function serves as the second line of
defence, providing appropriate support, oversight and challenge to the activity
undertaken by MAB and its AR firms. This ensures customer protection and
good outcomes. Regular reports are reviewed by the Risk and Compliance
Committee (RCC) and the Board Group Risk Committee (GRC) to scrutinise
activities and provide assurance to the Board that the Company’s strategic and
growth objectives are met within our risk and compliance framework.
To enhance governance, risk, and compliance, MAB has transitioned from
a fully outsourced internal audit function to a co-sourced model. With the
appointment of an Internal Audit Manager in January 2024, who reports
directly to the Chair of the Audit Committee, MAB has strengthened its third
line of defence. More details on risk management and internal controls can be
found in the Risk Management section of the Strategic Report.
MAB remains committed to fostering a strong relationship with regulators
and is an active member of the Association of Mortgage Intermediaries (AMI).
Through AMI, we engage with government, regulators, and policymakers to
ensure the mortgage industry continues to meet the needs of customers and
AR firms.
The Group continuously monitors regulatory developments and, through its
engagement with AMI and the regulator, is well positioned to anticipate and
respond to changes. Further details on our Consumer Duty approach can be
found in the Chief Executive Review section of the Strategic Report.
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35
Governance
Financial Statements
Strategic Report
SECTION 172 FACTOR
APPROACH TAKEN
Acting fairly between
members
The Board is committed to transparent and open engagement with
shareholders, recognising the importance of maintaining an effective dialogue
with major institutional investors, private shareholders, and employees. This
commitment was demonstrated through our Capital Markets Day in February
2025. Further details on shareholder engagement can be found in the Chief
Executive Review and ESG sections of the Strategic Report.
The Board remains accessible to shareholders while ensuring compliance with
relevant securities laws. The Independent Non-Executive Chair and other Non-
Executive Directors are available for discussions as appropriate and attend the
Annual General Meeting (AGM) to engage directly with investors.
The investor relations programme facilitates structured engagement, typically
following each half-yearly results announcement. In addition, the Group
maintains open lines of communication with existing and potential investors,
responding to requests and Company announcements throughout the year.
Shareholder presentations are made available on the Company’s website.
The Company has a single class of shares, ensuring that all shareholders have
equal rights.
Methods used by the Board
The Board fulfils its duties through a range of structured processes and engagements, including:
•
Board meetings and strategy sessions – Regular meetings and dedicated strategy days are held to review
all aspects of the business model, performance, and strategy, ensuring long-term sustainable success and
assessing the impact on key stakeholders. The senior management team also conducts regular strategy
sessions throughout the year.
•
Decision-making in critical business matters – The Board convenes regularly and on an ad hoc basis to address
time-sensitive matters such as acquisitions and other strategic investments.
•
ESG oversight – The Board is responsible for the Company’s ESG activities, as outlined in the Strategic Report,
with Ben Thompson designated as the executive responsible for ESG.
•
Specialist external advice – The Board engages external consultancy firms where appropriate, particularly for
ESG, executive remuneration, and other specialist areas.
•
Risk management – The Board’s risk management framework, detailed in the Risk Management section of
the Strategic Report, assesses short-, medium-, and long-term risks, ensuring mitigation plans are in place to
protect the Company and its stakeholders.
•
Defining purpose, values, and strategy – The Board sets the Company’s purpose, values, and strategic direction,
ensuring alignment with its culture, which is implemented by the senior management team.
•
Shareholder engagement – The Board directly engages with shareholders through the AGM, while Executive
Directors regularly meet with investors on both a scheduled and ad hoc basis.
•
External assurance – The Company benefits from internal and external audits, as well as reports from brokers
and advisers, ensuring robust governance and oversight.
•
Director training and development – Ongoing training for existing Directors and structured induction programs
for new Directors, as detailed in the Corporate Governance section of the Governance Report.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Stakeholders
Engaging with our stakeholders is central to our ethos, strengthening relationships and informing better business
decisions. This engagement enables us to deliver on our commitments and create long-term value.
The table below outlines how we consider and engage with each stakeholder group:
STAKEHOLDER
WHY WE ENGAGE
HOW WE ENGAGE AND OUTCOMES
Customers
We aim to be at the
forefront of providing the
best consumer outcomes.
•
The quality of consumer outcomes has always been
central to MAB’s culture, and the implementation of
the Consumer Duty has seen us further strengthen our
focus and processes in this area.
•
Our enhanced focus on consumer outcomes
encompasses the four pillars of Consumer Duty:
(a) products and services; (b) price and value;
(c) consumer understanding; and (d) consumer
support; with an additional important pillar we decided
to add relating to customer vulnerability.
•
Our digital solutions continue to improve, enhancing
customers’ choice of how they want to transact, whilst
giving our ARs the tools to improve their productivity.
•
Customer feedback is a core component in our strategy
to ensure consumers receive a first-class experience.
We continue to monitor the feedback on the service
our advisers provide via the online review company
Feefo, where our rating increased to 5 stars, and 4.7 on
Trustpilot, reflecting consistently high satisfaction levels.
•
We engage with customers via various surveys to better
understand any concerns they may have and help shape
our strategies, for instance in relation to the changing
buy-to-let landscape and legislation around minimum
EPC ratings.
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37
Governance
Financial Statements
Strategic Report
STAKEHOLDER
WHY WE ENGAGE
HOW WE ENGAGE AND OUTCOMES
Appointed
Representatives
Maintaining an active
dialogue and supporting
our AR partners is key to
our business.
•
We hold regular review meetings with each AR
firm to set goals and objectives. Over the past year,
we have enhanced our proposition to support AR
partners, including later life permissions and a triage
process to assess suitability for equity release within
the mainstream mortgage market. Additionally,
we have introduced new partnerships focused on
non-regulated specialist mortgages such as commercial
and development finance.
•
To foster collaboration, we introduced regular peer group
meetings, allowing business partners to discuss key MAB
initiatives, share ideas, and explore market trends.
•
We expanded our Learning & Development offering,
organising nationwide roadshow events (both physical
and virtual). Through our Tribe communication channel,
we provide virtual roundtable events, adviser clinics,
and video content, ensuring AR partners can share best
practices effectively.
•
To support the implementation of the FCA’s Consumer
Duty, we carried out a review of our processes and
policies, to ensure they were aligned with the new
principle. We offer ongoing training, guidance and
video resources to help AR firms navigate Consumer
Duty obligations. Additionally, we conduct customer
feedback call-outs on behalf of AR partners to provide
real insights into the customer journey.
•
We strengthened our Academy adviser induction
programme, incorporating mortgage and protection-
only pathways in a flexible self-learning environment
with daily trainer-led discussions, webinars, activities,
and case studies. Our onboarding journeys have been
accredited by the Princess Royal Training Awards for
three consecutive years.
•
We introduced Tribe, a consistent communication hub
where we share supportive content. Additionally, we
launched a mortgage community focused on case
placement support and broader industry collaboration.
•
We continued to improve the technology ‘MIDAS
platform’ at the core of our business, based on the
feedback of our ARs and advisers and trends in the
market, significantly reducing the time required for each
mortgage transaction and improving adviser efficiency.
•
We actively track consumer attitudes towards green
mortgages and energy efficiency. Through our partnership
with Effective Energy, we support AR firms in aligning
with government energy efficiency targets for 2030.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
STAKEHOLDER
WHY WE ENGAGE
HOW WE ENGAGE AND OUTCOMES
Suppliers
Strong and sustainable
relationships with our
suppliers and providers
are fundamental to our
long-term success.
Similarly, disciplined
procurement practices
encourage better
relationships and greater
efficiencies.
•
We hold regular roundtable events with our product
providers and lead partners where topics such as business
process improvements are discussed as a group.
•
We continue to focus our supply chain governance
through enhanced systems and controls, and
engagement with our third parties.
Shareholders
As owners of the Group,
our shareholders play a
vital role in our success,
and we highly value their
support and perspectives.
•
We maintain an open and transparent dialogue with
our shareholders through one-to-one meetings, group
meetings, and the AGM. Discussions cover a broad
range of topics, including financial performance,
strategy, outlook, governance, and ESG (environmental,
social, and ethical) practices.
•
Shareholder feedback and movements in our
shareholder register are regularly reported to the Board,
ensuring their views are considered in decision-making.
•
We provide detailed financial reports and business
presentations at both the half-year and full-year results,
ensuring shareholders remain well-informed.
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Governance
Financial Statements
Strategic Report
STAKEHOLDER
WHY WE ENGAGE
HOW WE ENGAGE AND OUTCOMES
Employees
Our employees are our
most valuable asset. Their
immense knowledge, skills
and experience are key to
our success and are vital
to ensuring we maintain
the high standards of
customer service.
•
As a customer-centric business, we believe that
delivering a customer-first proposition starts with
investing in our employees. By fostering an equal,
inclusive, and diverse workplace, we have created an
environment that benefits customers, advisers, and
business partners alike.
•
Our people strategy is borne from the understanding
that having the right people, with the right skills, to
create the right culture will enable the business to thrive.
In 2024, we recruited our first Chief People Officer who,
alongside the wider People team, has been integral to
the enhancement and delivery of this strategy.
•
We offer something for everyone, with an authentic and
welcoming culture coupled with our flexible benefits
package and personalised learning options. Our
colleagues feel not only recognised but accepted for
who they are.
•
Our engagement rates are world class and are a great
recognition for the hard work and dedication our
People Team and Colleague Forums put in to make
MAB a truly diverse organisation that values difference
and embraces it.
•
We’ve ensured our colleagues feel supported inside and
outside the workplace by consistently reviewing our
policies, processes, and initiatives through a DEI lens.
This empowers our workforce to thrive in an inclusive
environment that caters to their needs, accessibility
levels, and unique work styles. Recognising the
importance of maintaining a healthy work-life balance,
we continue to offer a hybrid working approach and
deliver a range of work settings for our neurodiverse
employees in our state-of-the-art head office.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
STAKEHOLDER
WHY WE ENGAGE
HOW WE ENGAGE AND OUTCOMES
Communities
An important component
of being a good
corporate citizen is to
recognise the role we
can play in supporting
the communities around
us and implementing
initiatives to do so.
•
We engage with the communities in which we operate
to build trust and understand the local issues that are
important to them. A key area of focus is how we can
support local causes and issues and partner with local
charities and organisations at an individual office level
to raise awareness and funds.
•
Our charity, The Mortgage Advice Bureau Foundation
(Foundation) supports charitable projects that create
awareness amongst MAB stakeholders of the growing
needs of their local communities.
•
The impact of decisions on the environment both locally
and nationally is considered and comprises a notable
focus as part of our wider ESG related activity.
•
In 2024, MAB employees took advantage of our
volunteering policy and gave 500 hours of their time to
volunteer.
The Government and
regulators
The evolving regulatory
landscape has a direct and
material impact on the
day-to-day operation of
our business.
•
We continue to proactively engage with the
Government and regulators through a range of industry
consultations, forums, meetings and conferences to
communicate our views to policy makers relevant to our
business.
•
We have dedicated specialist Legal, Compliance
and Risk experts with many decades of combined
experience who are focused on ensuring we meet our
regulatory obligations.
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41
Governance
Financial Statements
Strategic Report
ENVIRONMENTAL, SOCIAL
AND GOVERNANCE
Sustainability at MAB
MAB recognises the urgent need to
address climate change and the critical role
businesses play in building a more sustainable
future. Our approach is pragmatic and
impact-driven, focusing on three key areas:
Environmental leadership and advocacy
As a financial services business overseeing approximately 200
independently operated firms, our environmental impact is primarily
through Scope 3 emissions, which fall outside our direct control. We
leverage our position as a trusted mortgage advice brand to drive
large-scale emissions reductions by:
• Working closely with ARs, Introducers, and Business Partners to
support UK built environment decarbonisation.
• Implementing our Resilient Homes proposition to facilitate
homeowner access to energy efficiency improvements.
• Helping customers reduce reliance on utility providers, supporting
both decarbonisation and financial wellbeing.
NON-FINANCIAL
AND SUSTAINABILITY
INFORMATION (NFSI)
STATEMENT
At MAB, we prioritise responsible
business practices that enhance
customer value and long-term financial
resilience. While our core focus remains
on providing high-quality mortgage
advice, we integrate sustainability
considerations where they support
positive customer outcomes.
• Resilient Homes Proposition - Our
Resilient Homes initiative enables
customers to explore energy
efficiency improvements through a
trusted referral partner. We ensure all
claims are substantiated and assist
customers in identifying suitable
financing solutions.
• Climate Resilience & Risk
Management - We assess climate-
related risks that may impact
property values and mortgage
affordability. By staying informed
and working with industry experts,
we equip our advisers to help
customers make sustainable,
long-term financial decisions.
• Responsible Product
Recommendation - Our mortgage
advice remains wholly
customer-centric, ensuring financial
products are recommended based
on suitability. While we consider
sustainability-linked mortgages, we
only recommend them when they
align with customer needs.
• Operational Responsibility - We
uphold strong governance, employee
wellbeing, and responsible business
practices, continuously seeking to
improve efficiency and reduce our
environmental impact.
41
Governance
Financial Statements
Strategic Report
42
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Sustainability disclosure index:
Regulation / Framework
Mandatory / Voluntary
Compliance Status
Relevant Section(s) in MAB Report
UK FCA ESG Disclosure Requirements
(PS21/17, PS22/6, SDR & investment
labels)
Mandatory for FCA-regulated
entities
Compliant
Governance & Oversight, Stakeholder
Engagement (Regulators) (p. 43)
UK Companies Act 2006 (SECR -
Streamlined Energy and Carbon
Reporting)
Mandatory
Fully Compliant
ESG Performance (Carbon Reduction),
Scope 1, 2 & 3 Emissions (p. 49)
United Nations Sustainable
Development Goals (SDGs)
Voluntary
Well aligned
SDG Prioritisation, Social Responsibility,
Community Impact (p. 45)
Greenhouse Gas Protocol (GHG
Accounting Standard)
Voluntary (Industry Standard)
Fully Compliant
Carbon Reporting (Scope 1, 2 & 3 Emissions),
Market vs. Location-based reporting (p. 50)
UK Modern Slavery Act (MSA)
Compliance
Mandatory
Fully Compliant
See our website
AIM Rule 26 (ESG Disclosures)
Mandatory for AIM-listed firms
Fully Compliant
Sustainability at MAB, Governance &
Oversight, ESG Performance Metrics (p. 41)
Task Force on Climate-Related
Financial Disclosures (TCFD)
Considered where relevant
Well aligned
Climate Risk Management, Governance,
Strategy, Scenario Analysis (p. 55)
International Sustainability Standards
Board (ISSB - IFRS S1 & S2)
Expected Mandatory
(UK transition by 2026)
Well aligned
Climate-related Disclosures, Net Zero
Strategy (p. 55)
Social responsibility
MAB serves a strong social purpose by helping people
to finance homes and make informed decisions about
major financial commitments. We:
• Ensure customers can protect their financial health
and wellbeing;
• Foster an inclusive workplace;
• Promote financial literacy;
• Make mortgage advice more accessible for everyone;
and
• Support communities through the MAB Foundation,
which provided £70,523 in grants in 2024 and helped
raise an additional £124,856 through Crowdfunder.
Strong governance and oversight
Sustainability is embedded in our governance structure
through:
• A dedicated Sustainability Committee with senior
leaders and executives;
• Regular leadership reviews of our sustainability
strategy;
• Alignment with our Mission: “We help people fulfil
their aspirations, by making key financial moments in
life a simple, happy and reassuring experience”; and
• Support for our Vision: “To become the leading
financial partner through life’s key moments.
By being an amazing place to work, providing
an outstanding experience for our customers,
transforming the industry with the best mortgage
journey, having a positive social and environmental
impact”.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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43
Governance
Financial Statements
Strategic Report
Stakeholders
Engaging with our stakeholders strengthens relationships and informs
business decisions, allowing us to fulfil our commitments effectively.
The Board regularly reviews stakeholder feedback to stay aligned with
key priorities and concerns.
Customers: prioritising
outstanding outcomes
We are committed to delivering
the best possible outcomes for
our customers by providing high-
quality advice and service. Key
activities during the year:
• Embedded Consumer Duty
principles further into our
processes.
• Enhanced digital solutions
to empower customers and
improve adviser productivity.
• Incorporated customer feedback
via Feefo and Trustpilot to refine
service quality.
• Enriched website content on
mortgages, sustainable living,
first-time buying, and financial
resilience.
• Conducted targeted surveys
on First Time Buyer market and
Energy Efficiency awareness.
Appointed Representatives
(ARs): strengthening
partnerships
We continue to enhance our
support for ARs by investing
in communication, learning,
and industry engagement. Key
initiatives included:
• Strengthened engagement
through regular reviews, goal-
setting, and tailored content.
• Expanded learning opportunities
with Masterclasses, roadshows,
and enhanced Academy
induction.
• Achieved 92% activation on our
“Tribe” communication platform
and launched dedicated app.
• Delivered industry-leading
events including the MAB
Awards, Conference, and
specialist events.
• Enhanced technology platform
based on AR feedback and
conducted annual green survey.
Suppliers: building sustainable
and effective partnerships
We recognise that strong supplier
relationships are essential for
driving efficiency and long-term
success. Our approach is based on:
• Integrated procurement into
Risk Management for stronger
governance and control.
• Strengthened supplier code of
conduct with increased focus on
environmental considerations.
• Implemented dedicated
procurement portal to
standardise processes and
evaluate suppliers on financial
stability, governance, data
security and ESG factors.
Shareholders: transparent
communication and strategic
alignment
Our shareholders play a crucial
role in our business, and we have
a proactive investor relations
programme to drive engagement
with institutional and retail
investors through:
• One-to-one meetings, group
discussions, conferences
and AGMs, covering financial
performance, strategy,
governance and ESG topics.
• Regular Board discussions on
feedback from shareholder
and advisers, ensuring investor
perspectives inform decision-
making.
• Analyst outreach to improve
research coverage and
awareness of MAB in the
investment community.
• Providing detailed financial
reports and presentations
at the half-year and full-
year stages, publishing
information on our website
(mortgageadvicebureau.com)
and responding to enquiries.
Governance
Financial Statements
Strategic Report
43
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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44
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
In August 2024 we hired a Head of Investor Relations to coordinate our capital markets activities and investor
engagement. In February 2025 we hosted a Capital Markets Day for shareholders and prospective investors.
The event included updates on strategy, growth plans, technology and lead generation initiatives from our
Executive Directors and members of our senior management team, as well as insights from some of our AR firms.
Colleagues: Fostering a
Thriving and Inclusive
Workplace
Our people are our greatest
asset and we prioritise creating a
workplace where they can thrive.
Key initiatives included:
• Expanded Unity, our Employee,
Diversity and Inclusion (ED&I)
Steering Group, for stronger
diverse representation.
• Provided learning opportunities
through coaching, mentoring,
and micro-learning.
• Embedded wellbeing initiatives
including health calendar events
and financial wellbeing clinics.
• Enhanced internal
communication through our
Chatter platform.
Communities: making a
meaningful impact
We are committed to actively
supporting local communities
through volunteering, charitable
funding, and environmental
initiatives. Examples from 2024
include:
• Facilitated over 500 hours of
colleague volunteering through
paid leave initiative.
• Provided £70,523 in grants
through the Mortgage Advice
Bureau Foundation.
• Strengthened engagement
through partnerships with British
Airways, M&S, Sport England and
Aviva.
• Received Charity Champion
Award at the 2024 Money
Marketing Awards.
Government & regulators:
shaping a compliant and
forward-thinking industry
The evolving regulatory landscape
directly impacts our business,
and we engaged proactively with
Government and regulators during
the year:
• Participated in consultations and
forums to contribute to policy
discussions.
• Maintained dedicated team of
Legal, Compliance, and Risk
experts.
• Refined policies to meet
Consumer Duty requirements.
• Advocated and lobbied
Government for stamp duty
reform to support housing stock
decarbonisation.
Media & industry trade bodies
(IMLA and AMI): amplifying our
industry voice
As a leading voice in the mortgage
industry, we actively engage with
media and trade bodies to influence
discussions and share insights. Our
2024 highlights include:
• Engaged through press releases,
interviews, and thought
leadership.
• Collaborated with IMLA and
AMI on industry trends and
regulatory developments.
• Participated in industry events
and working groups to shape the
future of the mortgage sector.
By maintaining open and proactive
engagement with our stakeholders,
we ensure MAB continues to thrive
while delivering positive outcomes
for customers, partners, and society.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
45
Governance
Financial Statements
Strategic Report
Advancing MAB’s
sustainability strategy
Establishing a Net Zero
commitment
MAB is committed to achieving
Net Zero through taking gradual,
pragmatic steps based on:
• Alignment with the Science-
Based Targets initiative (SBTi);
• The insights from our completed
Energy Savings Opportunity
Scheme (ESOS) assessment
to develop a comprehensive
roadmap; and
• Genuine emissions reductions
within our operations, with limited
reliance on offsets through
external parties.
MAB is committed to achieving
operational net zero (scope 1 &
2) by 2035 and decarbonisation
of our value chain in line with the
UK’s broader 2050 commitment.
This reflects our dedication to
reducing emissions within our direct
operations whilst also focussing
on the broader decarbonisation of
domestic properties and supporting
sustainability efforts across
our supply chain and industry
partnerships.
This commitment reflects a
considered approach - one that
prioritises measurable impact
over symbolic commitments. We
believe sustainability strategies
must be realistic, robust, and deliver
meaningful outcomes. Our focus
remains on areas where we can
drive the greatest change - both
within our operations and through
the support we provide to our ARs
and customers.
As part of our ongoing sustainability
journey, MAB recognises the
importance of aligning our
efforts with globally recognised
frameworks. In 2024, we built upon
our 2023 Materiality Assessment
by integrating insights from our
workforce to identify which United
Nations Sustainable Development
Goals (SDGs) should be prioritised
within our strategy.
Identifying our priority SDGs
To ensure a data-driven approach, we conducted an internal survey inviting all MAB colleagues to vote on the 17
SDGs, highlighting the areas where they believe MAB can drive the most meaningful impact. The results revealed a
clear prioritisation of the following SDGs:
Table 1: MAB colleague SDG prioritisation 20241
SDG6
VOTES
MAPPINGS TO MAB MATERIALITY
Goal 7. Affordable and Clean Energy
63%
• Incorporating social & environmental impact in our purpose.
• Taking climate action.
• Influencing social & environmental policy & regulation.
• Advancing ESG issues in the mortgage industry (e.g. green
mortgages).
Goal 3. Good Health and Well-being
47%
• Employee satisfaction & engagement.
• Employee mental health & wellbeing.
• Incorporating social & environmental impact in our purpose.
• Charitable giving & community investments.
Goal 5. Gender Equality
44%
• Employee mental health & wellbeing.
• Diversity equity & inclusion in the workplace.
• Incorporating social & environmental impact in our purpose.
Goal 8. Decent Work and Economic Growth
41%
• Employee satisfaction & engagement.
• Business ethics integrity and accountability.
• Employee mental health & wellbeing.
• Diversity equity & inclusion in the workplace.
Goal 9. Industry, Innovation and
Infrastructure
40%
• Advancing ESG issues in the mortgage industry.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
6
UN 17 Sustainable Development Goals: Goal 1: No Poverty; Goal 2: Zero Hunger; Goal 3: Good Health and Well-being; Goal 4: Quality Education; Goal 5: Gender
Equality; Goal 6: Clean Water and Sanitation; Goal 7: Affordable and Clean Energy; Goal 8: Decent Work and Economic Growth; Goal 9: Industry, Innovation and
Infrastructure; Goal 10: Reduced Inequality; Goal 11: Sustainable Cities and Communities; Goal 12: Responsible Consumption and Production; Goal 13: Climate
Action; Goal 14: Life Below Water; Goal 15: Life on Land; Goal 16: Peace and Justice Strong Institutions; Goal 17: Partnerships to achieve the Goal
46
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
To maintain continuity between our SDG prioritisation and the previous materiality assessment - where we
consulted both internal and external stakeholders - we mapped each priority SDG to the categories identified in
our earlier materiality analysis.
Based on the voting results, the SDGs were plotted according to MAB’s impact potential (see figure 1), and their
importance to stakeholders, clearly visualising which Sustainable Development Goals the Group should aim to
integrate into its future strategy and activities.
MAB plans to consult with the wider stakeholder community in 2025 to gain a comprehensive understanding of
where to focus its future sustainability efforts, based on its impact potential. However, the preliminary result clearly
indicates that our historical (the MAB Foundation, office refurbishment, strengthened people engagement) and
more recent (Resilient Homes) initiatives are already addressing some of the SDGs our internal stakeholders’ would
like us to prioritise.
Internal materiality assessment
Impact potential
Medium impact potential
High impact potential
Low impact potential
Quite
important
Very
important
Extremely
important
Importance to stakeholders
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
Figure 1: Internal Materiality Assessment 2024
Governance
Financial Statements
Strategic Report
47
Resilient Homes
In 2023, MAB recognised that while
reducing its own GHG emissions
remains important, a greater
environmental impact could be
achieved through its national reach
and engagement with homeowners
via its AR network.
Buildings in the UK emitted
approximately 1.32tCO₂e per capita
in 20217, with 26% of national
emissions from this sector. With
MAB Advisers completing around
140,000 mortgages annually,
supporting even 1% of customers in
improving energy efficiency could
make a meaningful contribution to
national decarbonisation efforts.
Over 50% of UK homes are rated
EPC band D or lower (ONS, 20238),
resulting in avoidable energy costs.
Despite growing customer interest
in energy efficiency improvements,
the Climate Change Committee
(CCC) warns that the UK may
struggle to meet its 2050 Paris
Agreement commitments without
better financing support for home
decarbonisation.
The CCC recommends scaling up
retrofits to 500,000 homes annually
by 2025 and 1m homes per year
by 20309. Currently, only about
250,000 retrofits occur annually—
far too few to upgrade all 29m
inefficient homes by 2050. Even
targeting only sub-EPC D properties
would require retrofitting one home
per minute until 2050, highlighting
a significant market opportunity for
financing solutions.
The proposition
To address this, MAB has developed
an adviser-led proposition to
accelerate adoption of renewable
energy and home energy
efficiency improvements. This
integrated offering provides
tailored recommendations, access
to trusted retrofit specialists and
financing advice. Our proposition
partner Effective Energy Group
was selected based on their
proven track record, accreditations,
and ability to serve both private
customers and those eligible for
government subsidies.
The service is integrated into MAB’s
mortgage advice process through
system integration, reducing adviser
workload while ensuring a positive
customer experience. Where
grants are not available, advisers
will explore secured financing
solutions to incorporate energy
improvements into mortgages.
MAB Group will receive a
commission for each pre-qualified
referral conversion, the majority
of which will be passed on to the
referring adviser to incentivise
engagement.
Figure 2: Resilient Homes value chain
Demand
Generation
Mortgage
advice
Work distributed
to supply chain
Data to support
property
assessment
Referral to
proposition
partner
New EPC/ value
assessment
• Website
• App
• CRM
• Mortgage
monitoring
• Adviser self-
generated
leads
• Grant
eligibility
assessment
based on
property and
customer
criteria
• Provides
indicative
quote based
on digital
property
assessment
• Package
selection with
customer
• Enhanced
property data
in pro and
platform
• Projection of
post retro-fit
valuation, LTV
impact etc.
• Fulfilment
by specialist
third party,
qualified
experts etc.
• Financial
options
• Mortgage/
further
advance
application
Reduced energy
bills/ reduced
environmental
impact & energy
costs
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
7
https://www.climatewatchdata.org/embed/ghg-emissions?breakBy=countries&calculation=PER_CAPITA&chartType=line&end_year=2021&gases=all-ghg®ions=GBR§or
s=building&start_year=1990
8
Office for National Statistics. (2023). Energy efficiency of housing in England and Wales. https://www.ons.gov.uk/peoplepopulationandcommunity/housing/articles/
energyefficiencyofhousinginenglandandwales/2023
9
https://www.theccc.org.uk/publication/2023-progress-report-to-parliament/
48
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Benefits
• Homeowners gain an accessible
way to improve energy
efficiency, potentially reducing
bills and increasing comfort.
The proposition removes key
barriers including funding
concerns, supplier validation, and
understanding where to start.
• Buy-to-Let Landlords can
futureproof properties against
tightening regulations, potentially
attracting more tenants and
improving rental yields.
• Lenders benefit from improved
customer affordability, as energy-
efficient homes typically have
lower running costs, reducing
default risk. This supports
lenders’ sustainability objectives
and reduces climate risk
exposure in loan books.
• Appointed Representatives gain
an enhanced advisory offering,
reinforcing their trusted adviser
role while aligning with increasing
customer focus on sustainability.
This supports Consumer Duty
by ensuring advisers act in
customers’ best interests and
mitigate foreseeable harm from
energy price volatility.
• The Environment benefits as
retrofitting inefficient homes
delivers significant emissions
reductions. Improvements in
insulation, heating systems,
regenerative electricity and
ventilation could substantially cut
residential emissions.
Impact potential
Since February 2023, MAB has
been collecting EPC information
for properties with active mortgage
products and those recently
expired. The EPC distribution across
our active mortgage portfolio is
illustrated below, with the left graph
including properties where no EPC
was found10 and the right graph
displaying only the distribution for
properties with a valid EPC.
Based on the right graph
(representing a conservative
baseline), approximately 50% of
MAB mortgage customers acquire
or remortgage properties with
an EPC rating of D or below11.
If just 2% of these customers
chose to implement basic energy
improvements such as solar panels
with battery storage, MAB Advisers
would facilitate greenhouse gas
avoidance of approximately
868 tCO₂ annually12. This impact
equates to planting approximately
34,720 mature trees each year or
eliminating 4m miles of standard
car travel13.
Over time, we will refine our impact
assessment methodology based on
actual retrofits initiated through our
AR community and more granular
property data.
10
Note on EPC availability: Despite UK regulations requiring EPCs for property sales, some valid properties may not have retrievable certificates. These include new builds with predicted
EPCs pending completion, properties unchanged in ownership since EPC requirements began, properties excluded from public registers, or cases where certificates have expired.
11
Based on the EPC data held against currently active and recently expired (24 months) mortgages on MAB’s record
12
Assumptions:
• Average Carbon Emissions per Household: 2.7 tCO₂e per year.
• Average Household Electricity Usage: ~3,600 kWh/year.
• Solar Panel System Output: ~3,800 kWh/year (midpoint of typical UK generation).
• Grid Carbon Intensity: 0.149 kg CO₂/kWh.
• Annual Carbon Emissions avoided per Property with Solar + Battery: 620 kg CO₂ (0.62 tCO₂e).
13
Assumptions: each mature tree absorbs 25 kg of CO₂ annually & the UK average for car emissions per mile equals 0.21kg CO₂
A
0.40%
B
14.87%
C
19.78%
D
26.98%
E
7.57%
Exempt
0.02%
F
1.14%
G
0.23%
No Result
29.01%
A
B
C
D
E
Exempt
F
G
No Result
A
0.57%
B
20.95%
C
27.86%
D
38.01%
E
10.66%
Exempt
0.02%
F
1.61%
G
0.33%
A
B
C
D
E
Exempt
F
G
Figure 4: MAB active mortgages defined by product
expiry date in the last 24 months, or in future
Figure 3: MAB active mortgage product EPC
distribution excl. “no result”
EPC distribution excl. “not found”
EPC distribution of current active mortgages
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
49
Governance
Financial Statements
Strategic Report
ESG performance
Carbon reduction (SECR)
Methodology
GHG emissions are quantified
and reported in accordance with
the Greenhouse Gas Protocol
and the UK Companies Act 2006
(Strategic Report and Directors’
Report) Regulations 2013 as
amended by the 2018 Regulations.
Emissions calculations use
DEFRA’s UK Government GHG
Conversion Factors for Company
Reporting 2024.
Energy consumption data
collection methods:
• Utility invoicing for natural gas
and electricity consumption.
• Staff expense management
systems for business mileage in
employee-owned vehicles.
• Direct measurement where
available, with estimations based
on robust methodologies where
necessary.
This disclosure covers Mortgage
Advice Bureau (Holdings) plc
and its subsidiaries: FMD, Fluent,
and Vita, with 100% of emissions
included regardless of ownership
percentages, in line with the
financial control approach under
the GHG Protocol. Auxilium is
excluded from reporting as it falls
below the de minimis threshold due
to its minimal environmental impact
(two employees). Energy intensity
is calculated as tCO₂e per full-time
equivalent employee, using average
headcount during the reporting
period.
All material emission sources within
our operational control have been
included following a comprehensive
materiality assessment in
accordance with the GHG Protocol
Corporate Standard. Currently, our
carbon accounting methodology
follows the GHG Protocol, and
we are evaluating participation in
CDP disclosure to further enhance
transparency.
Reporting boundaries and
limitations
Our operational boundaries include:
• Scope 1: Direct emissions from
natural gas combustion in office
heating systems.
• Scope 2: Indirect emissions
from purchased electricity for
business operations.
• Scope 3: Indirect emissions from
employee-owned vehicles used
for business travel.
Excluded emission sources (based
on materiality assessment):
• Employee train and air travel
(less than 1% of total emissions);
• Water consumption and
treatment (less than 0.5% of
total emissions); and
• Fugitive emissions from air
conditioning units (estimated
below materiality threshold).
For Scope 3 vehicle emissions
calculations, UK national vehicle
fleet composition data from
the Department for Transport
has been applied (60.4% petrol,
39.6% diesel), with no hybrid/
electric vehicles assumed, ensuring
conservative reporting in line with
the precautionary principle.
MAB recognises the importance of
assessing financed emissions and
intends to explore alignment with
the PCAF methodology to enhance
transparency in home energy-
related carbon impact.
Market-based and location-based
reporting
In compliance with the GHG
Protocol Scope 2 Guidance, we
report electricity emissions using
dual reporting methodology:
• Location-based: Reflects average
emissions intensity of UK grid
electricity.
• Market-based: Accounts for
contractual instruments such as
Renewable Energy Guarantees of
Origin (REGOs).
MAB and FMD operate with 100%
renewable electricity contracts
backed by REGOs, while Fluent
plans to transition following expiry
of its current energy contract. We
report both methodologies for
transparency purposes.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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50
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Results
Table 2: GHG emissions 2024
MARKET BASIS
LOCATION BASIS
ENERGY CONSUMPTION AND ASSOCIATED GHG
EMISSIONS (tCO2e)
2023
RESTATED14
2024
CHANGE
2023
2024
CHANGE
Scope 1
Fuel consumption (gas
office heating) (kWh)
495,556
612,801
24%
495,556
612,801
24%
Associated GHG (tCO2e)
91
112
23%
91
112
23%
Scope 2
Electricity consumption
(office electricity) (kWh)
869,352
771,647
-11%
869,352
771,647
-11%
Associated GHG (tCO2e)
86
69
-20%
180
158
-12%
Total Scope 1 & 2
emissions
177
181
2%
271
270
0%
Total Scope 1 and Scope 2
In kWh
1,364,908
1,384,448
1%
1,364,908
1,384,448
1%
In tCO2e
177
181
2%
271
270
0%
Scope 1 and 2 intensity
(tCO2e/employee/yr)
0.18
0.19
9%
0.27
0.29
7%
Scope 3
Fuel consumption (own
cars for business use)
(miles)
546,827
559,938
2%
546,827
559,938
2%
Fuel consumption (own
cars for business use)
(kWh)
661,206
671,302
2%
661,206
671,302
2%
Associated GHG (tCO2e)
158
159
1%
158
159
1%
Fuel consumption Scope
3 emissions
158
159
1%
158
159
1%
Scope 3 emissions
intensity (tCO2e/
employee/yr)
0.16
0.17
6%
0.16
0.17
6%
Average employees
Including subsidiaries
First Mortgage, Fluent
and Vita
1001
936
-6%
1001
936
-6%
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
14
The figures included within the GHG emissions table relating to 2023 market basis have been restated to reflect the omission of an applicable deduction relating to the
renewal electricity tariffs which were in place for the period.
51
Governance
Financial Statements
Strategic Report
Key insights
• A marginal 1% increase in Total Carbon Emissions from 2023 to 2024 reflects the impact of a reduced headcount
operating within the same facilities as in 2023. These figures also account for the restated 2023 data, which is
14% lower than previously disclosed, leading to a slight increase rather than a decrease.
• Electricity consumption decreased by 11% (kWh), contributing to a reduction in associated Scope 2 emissions.
• Gas consumption increased by 24%, driving a 23% rise in Scope 1 emissions. This increase reflects higher heating
demand and may highlight opportunities to improve energy efficiency in line with the recommendations of the
Energy Savings Opportunity Scheme (ESOS).
• We have achieved a 39% reduction in Scope 1 and 2 carbon intensity since 2021, reinforcing our commitment to
decarbonisation in line with our science-aligned reduction targets.
• Business travel emissions increased marginally (+1%), reflecting a gradual return to in-person client meetings
while maintaining our hybrid working policy. We have launched an electric vehicle salary sacrifice scheme to help
employees reduce their environmental impact while traveling for business.
0
0.1
0.05
0.15
0.25
0.35
0.45
0.2
0.3
0.4
0.5
2021
2022
2023
2024
tCO2e/employee/yr – scopes 1 & 2 (market based)
tCO2e/employee/yr – scope 3 (market based)
MAB carbon intensity in tCO2e
Figure 5: MAB carbon intensity history
Sustainability Key Performance Indicators (KPIs)
In 2024, MAB’s sustainability committee, with guidance from our non-executive directors, significantly enhanced
our ESG performance measurement framework. We developed a comprehensive set of KPIs aligned with industry
standards to consistently monitor performance across all business areas. This year established our baseline
measurements, with credible improvement targets to be set in 2025.
The enhanced framework includes new socio-economic diversity metrics (detailed in the People Report), EPC-
related measures supporting UK housing stock decarbonisation, and metrics specific to our Resilient Homes
initiative. Furthermore, we are looking to incorporate sustainability-related financial risks in alignment with sector-
specific standards such as SASB in the following years.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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52
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Table 3: MAB Sustainability KPI’s
CATEGORY
METRIC
UNIT
2023
2024
COMMENTARY
Community
Community projects supported
# of initiatives
13
17
Community
Funding for community projects
via Foundation
£ per annum
£ 47,405
£ 50,000
Community
Total charitable contributions
£ per annum
£ 113,000
£ 99,322
Including subsidiaries
Customers
Customer satisfaction
Based on the ratings
platform Feefo
4.9
5
Excluding subsidiaries
Customers
Customer satisfaction
Based on the ratings
platform Trustpilot
n.a.
4.7
Excluding subsidiaries
Customers
Average EPC of Backbook
(active mortgages)
Letter (A-G)
n.a.
D
Excluding subsidiaries
Customers
Client referrals for Energy
Efficiency Upgrades
#
n.a.
61
Including subsidiaries
Environment
# of retrofits financed through
MAB
#
n.a.
0
Including subsidiaries
Environment
Waste to landfill
% of all waste produced
at HQ
0%
0%
Excluding subsidiaries
Environment
Fuel consumption (gas)
kwh
495,556
612,801
Including subsidiaries
Environment
Fuel consumption (electricity)*
kwh
869,352
771,647
Including subsidiaries
Environment
Associated GHG (Scope 1 & 2
combined)
tCO2e
177
181
Including subsidiaries
Environment
Scope 1 & 2 carbon intensity
tCO2e/employee/yr
(market based)
0.18
0.19
Including subsidiaries
Environment
Scope 3 carbon intensity
tCO2e/employee/yr
0.16
0.17
Including subsidiaries
Environment
Total carbon emissions
tCO2e per annum
335
340
Including subsidiaries
Governance
# of Complaints
% of written volume
0.30%
0.01%
Including subsidiaries
Governance
Board composition
% of key roles female
33%
33%
Including subsidiaries
Governance
Whistleblowing
#
0
0
Including subsidiaries
People
Regretted leavers (voluntary
turnover)
% employees
7%
19%
Excluding subsidiaries
People
Gender equality
% female senior managers
42%
34%
Excluding subsidiaries
People
ENPS
Employee Net Promoter
Score
n.a.
23
Including subsidiaries
People
Engagement index
%
n.a.
76%
Including subsidiaries
People/
Community
Employee volunteering rate
hours (changed
methodology from last
year)
392 hrs
500 hrs
Excluding subsidiaries
For 2025, we plan to broaden KPI scope to ensure comprehensive group-wide coverage across all material
subsidiaries.
ESG audit
In 2024, MAB conducted its first internal ESG audit to evaluate the embedding of ESG principles throughout our
organisation and assess the effectiveness of measures implemented through our ESG Improvement Plan. This
comprehensive review provided valuable insights into our current ESG governance, processes, and reporting
frameworks.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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53
Governance
Financial Statements
Strategic Report
While highlighting strong progress in key areas, it also identified opportunities for further integration and
enhancement. These findings will inform the next phase of our ESG strategy, ensuring continuous improvement in
sustainability performance and alignment with evolving regulatory and stakeholder expectations.
Green mortgage penetration
‘Green mortgages’ are lender-defined products that include an incentive for borrowers to either purchase an
energy-efficient property or improve the energy efficiency of an existing property.
Following a challenging 2023 where green lending fell to below 5% of total lending volume, 2024 has seen a strong
recovery with green lending now representing 7.6% of total lending volume - a 75% year-on-year increase. The
most substantial growth occurred in Q4 2024.
Our analysis reveals several encouraging trends:
• More Balanced Distribution: Green mortgages are now more evenly distributed between older and new-build
properties, reflecting market innovation in products designed to incentivise retrofitting of existing housing stock.
• Transaction Types: Purchase transactions account for 73% of green mortgages, with remortgages at 27% and
further advances at 0.1%. This suggests homebuyers are increasingly considering energy efficiency and green
options at acquisition rather than solely when refinancing.
• Market Segmentation: The residential market remains the primary driver of green mortgage uptake, while the
Buy-to-Let sector shows slower adoption, most likely indicating challenges in aligning landlord incentives for
energy efficiency investments.
Green Mortgage Lending
£40,000
8%
£35,000
6%
2022
2023
2024
£30,000
Millions
4%
2%
£25,000
0%
£ total
Green £ total
Green m. % of total (count) Green m. % of total (value)
New Build vs non New Build split
Transaction types
73+27+A
27%
73%
0%
Purchase Remortgage Further Advance
Subtypes
14+83+3+A
83%
14%
3%
BTL Residential Both
Both; Mortgage types that could be either residential or BTL (i.e. Bridging, Ported, etc.)
2023
2024
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
CONTINUED
Qtr 1
Qtr 1
Qtr 3
Qtr 3
Qtr 2
Qtr 2
Qtr 4
Qtr 4
£100
£200
£300
£400
Millions
0
Non New Build New Build
54
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
3000
2500
Qtr 1
Qtr 1
Qtr 3
Qtr 3
Qtr 2
Qtr 2
Qtr 4
Qtr 4
500
0
Green mortgage volume Green mortgage value
1000
1500
2000
£600
£100
£0
£200
£300
£500
£400
• Growth Trajectory: Both green mortgage transaction volumes and total values show strong upward momentum
throughout 2024, with Q4 reaching record highs - indicating growing market confidence and customer demand.
• Industry Upskilling: Concerted industry-wide efforts to enhance broker knowledge about green mortgages,
EPCs and retrofit opportunities are showing results, with our latest Broker Green Mortgage Survey indicating
increased confidence in client discussions on these topics.
MAB continues to support the UK housing stock decarbonisation through our ‘Resilient Homes’ proposition,
offering customers access to certified retrofit services as part of our standard advice process. We remain
committed to collaborating with lending partners to drive innovation in green mortgage products and advocate for
coordinated cross-industry efforts to improve accessibility of retrofit solutions.
We are an active contributor to the Green Mortgage Advice Initiative (GMAI), an Association of Mortgage
Intermediaries (AMI) programme supporting brokers in navigating the emerging green mortgage landscape while
ensuring positive customer outcomes.
Future plans & next steps
To maintain momentum and achieve our sustainability goals, MAB will:
1.
Define a Science-Aligned Net Zero Pathway: Building on our ESOS
assessment findings and aligning with Science Based Targets initiative
(SBTi) requirements.
2. Transition to 100% Renewable Energy: Expand renewable electricity
adoption across all operations.
3. Enhance Energy Efficiency: Utilise ESOS assessment findings to establish
decarbonisation pathways for facilities requiring optimisation.
4. Expand Scope 3 Emissions Reporting: Collaborate with suppliers and
employees to improve data accuracy and granularity, focusing on business
travel and upstream activities.
5. Set Interim Carbon Reduction Targets: Drive steady progress with realistic
yet ambitious short-term goals.
MAB is committed to
transparent reporting
and measurable progress
on our sustainability
journey. Through
continuous innovation
and stakeholder
engagement, we remain
confident in achieving
our Net Zero goals in
line with our corporate
strategy and stakeholder
expectations.
2023
2024
Green mortgage volume
Cumulative value (m)
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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55
Governance
Financial Statements
Strategic Report
Climate related disclosures
Governance
MAB embeds responsible business practices into financial decision-making, aligning with principles similar to PRI
to promote sustainable outcomes for homeowners and partners. Our governance structure is central to managing
climate risks and ensuring alignment with our broader risk framework. The Sustainability Committee oversees
climate-related risks and opportunities, ensuring their effective integration into our business strategy.
The Sustainability Committee reports directly to the Audit Committee, providing clear oversight and accountability.
ESG considerations are a standing agenda item at Board meetings, ensuring that climate-related risks and
strategic opportunities receive high-level attention. The Board and Sustainability Committee regularly review ESG
risks and opportunities, embedding sustainability into strategic decision-making, risk management and investor
communications.
The committee comprises the Deputy CEO, CFO, CRO, Chief People Officer, Head of Legal, Head of Investor
Relations, Head of Resilient Homes, and a Financial Accountant. Overall, the Board of Directors maintains
responsibility for overseeing climate-related risks and opportunities.
To strengthen governance, MAB has introduced climate-linked performance incentives for senior leadership,
aligning executive remuneration with key sustainability objectives - particularly driving the decarbonisation of the
UK built environment.
Climate risk management
MAB approaches climate risk by adopting key principles from Green Leaves III while integrating best practices from
the financial and housing sectors. As an AIM-listed company we adhere to Climate-Related Financial Disclosures
(CRFD). While currently outside the scope of the Task Force on Climate-related Financial Disclosures (TCFD)
requirements, we choose to align with selected recommendations that complement our sustainability strategy. In
line with FCA ESG disclosure expectations, we assess climate risks through financial impact modelling, scenario
analysis, and stress testing. These insights inform our business risk framework, governance, and adviser guidance.
Our climate risk framework incorporates structured methodologies for identifying, assessing, and mitigating
climate-related risks. We place particular emphasis on credit risk arising from climate-related mortgage defaults,
property devaluation and evolving lending criteria.
Strategy
MAB integrates climate risk into its overarching risk framework (GRC) to manage both risks and opportunities
effectively. Our approach spans governance, risk management, and business planning, allowing proactive responses
to emerging challenges.
While we have not yet implemented a formal double materiality framework, our risk assessment methodology -
aligned with CRFD - provides a strong foundation for future enhancements. We assess climate risks through financial
and operational lenses while considering broader regulatory and market developments.
Methodology
MAB employs a Source-Pathway-Receptor methodology to assess climate risks, acknowledging that extreme
weather events and transition risks may impact operations over different time horizons:
• Source: We identify climate hazards (physical risks) and transition drivers (policy, technology, market shifts).
• Pathway: We analyse how these sources create exposure through various transmission channels.
• Receptor: We evaluate the ultimate impact on our business operations, revenue streams and stakeholders.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Our systematic approach identifies and assesses:
Physical Risks
• Acute risks: flooding, storms, and extreme weather events.
• Chronic risks: changing weather patterns, rising temperatures, and sea levels.
Transition Risks
• Regulatory shifts: including minimum EPC requirements and carbon taxation.
• Market evolution: changing customer demand for energy-efficient properties.
• Mortgage lending constraints: lenders’ climate risk policies affecting criteria.
Prioritisation ensures that material risks, such as property devaluation and mortgage affordability, receives focused
attention. This approach allows us to quantify potential impacts under various climate scenarios, informing our
strategic response and mitigation planning.
Scenario analysis and resilience planning
To assess potential financial implications, we have aligned our scenario analysis with methodologies from:
• Bank of England CBES stress tests – analysing property devaluation, mortgage affordability, and default risks.
• EPC impact modelling – assessing government energy efficiency policies on property values.
• IPCC climate scenarios – incorporating physical risks such as extreme weather events and flooding.
Key considerations
• Properties with EPC D-G ratings may face reduced demand and lower valuations due to policy shifts (e.g.,
mandatory EPC C targets by 2035).
• Lenders are increasingly incorporating climate risk into mortgage pricing, affecting LTV ratios.
• Rising energy costs may affect affordability and increase default risks for lower-income households.
• Homes in flood-prone areas may become uninsurable, affecting resale value and mortgage servicing.
• However, opportunities exist for MAB to lead in green mortgage advice and the Resilient Homes initiative,
effectively mitigating/ softening revenue risks.
High level climate risks for MAB
MAB typically uses an up-to-five-year time horizon for risk and financial planning. While our long-term strategy
accounts for emerging climate risks beyond this period, our financial projections and immediate mitigation
strategies are focused on the short- to medium-term outlook.
To understand how and when the identified risks impact MAB’s revenue, we developed a heat map to outline a) the
expected timing of specific risks and/or opportunities materialising, and b) the extent to which they are likely to
affect MAB’s mortgage procuration fee-linked revenue.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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Governance
Financial Statements
Strategic Report
We include an excerpt from the analysis outcome, focussing on what we believe to be the most likely scenario (late
action):
Significant adverse impact Significant positive impact
Risk/Opportunity Category
Risk Type
Scenario
Short-Term
Medium Term
Long-Term
Opportunity
Property Devaluation
Transition
Late Action
-
Increased Mortgage Defaults
Transition
Late Action
-
Stricter Lending Criteria
Transition
Late Action
-
Insurance Risk & Market
Withdrawal
Physical
Late Action
-
Regulatory Intervention
Transition
Late Action
-
Reputational Risk
Transition
Late Action
-
Reduced Mortgage
Transaction Volumes
Transition
Late Action
-
Government Climate
Taxation Policies
Transition
Late Action
-
Financial Systemic Risk
Transition &
Physical
Late Action
-
ESG Ratings Impact on
Investor Decisions
Transition
Late Action
-
Energy-Efficient Home
Financing
Transition
Late Action
Increased Income from
retrofit
Sustainable Lending
Practices
Transition
Late Action
Increased Mortgage volumes
Insurance Partnerships for
Climate Adaption
Physical
Late Action
New protection segment
Government Incentives & Tax
Benefits
Transition
Late Action
Demand stimulation for
retrofit
Enhanced ESG Ratings &
Investor Confidence
Transition
Late Action
Additional availability of
Capital
Increased Market Share
through Retrofit USP
Transition
Late Action
Increased Mortgage volumes
Operational Cost Savings
Through Decarbonisations
Transition
Late Action
Utility bill savings
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
The analysis highlights the following key insights:
1. The ‘No Action’ Scenario presents the highest risk across all categories, particularly regarding long-term
systemic risks and financial exposure to mortgage market disruption.
2. The ‘Late Action’ Scenario demonstrates a significant reduction in risk compared to the ‘No Action’ scenario,
particularly regarding mortgage defaults and financial systemic risks. Importantly, it also presents increased
opportunities through:
• Expansion of MAB’s Resilient Homes initiative;
• Stronger government policy on retrofit incentivisation;
• Pressures to innovate in sustainable lending; and
• Accelerated decarbonisation efforts.
These factors will likely offset any adverse impact from materialising risks.
3. The ‘Early Action’ scenario mitigates most risks, reduces financial exposure, and helps maintain investor
confidence. While it presents additional opportunities compared to other scenarios, the revenue impact would
be less significant.
In all three scenarios, the cumulative positive impact of expanding the Resilient Homes proposition and potential
government action is expected to offset, or at least minimise, the negative revenue implications from reduced
housing stock, transaction volumes or changing criteria.
Our facilities are not deemed at risk from severe weather events to the extent that revenue would be negatively
impacted. We have assessed them for heightened exposure to climate-related events, and the outcome indicates
that either the likelihood of impact is minimal with adequate business continuity provisions exist, or our workforce
is structured in a way that physical co-location at offices is not required.
Future commitments to strengthen our climate risk approach
At MAB, we acknowledge that climate risk is an evolving challenge that demands ongoing assessment, adaptation,
and strategic action. While our current framework provides a strong foundation, we are committed to further
strengthening our approach to ensure resilience against regulatory developments, financial risks, and environmental
changes. The following commitments outline our plans to enhance our climate risk management strategy over the
coming years.
• Ongoing Climate Risk Monitoring: Implementing a structured reassessment cycle every three years.
• Quantifying Financial Impact: Developing financial stress-testing models to assess potential revenue risks.
• Enhancing Climate Resilience: Introducing targeted adaptation measures for our operations and network.
• Deepening Lender Collaboration: Working with lenders to integrate climate risk into mortgage assessments.
• Equipping ARs with Knowledge: Providing training programmes and guidance on climate-related mortgage
challenges.
Conclusion
MAB remains committed to embedding climate risk considerations into governance, strategy, and risk
management. Our climate-related disclosures meet CRFD requirements for AIM-listed companies. While MAB is
not directly responsible for financed emissions under PCAF guidelines, we support decarbonisation by influencing
lending decisions through advisory services and promoting energy efficiency via our Resilient Homes proposition.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
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Governance
Financial Statements
Strategic Report
PEOPLE AND CULTURE
Overview
Our colleagues are integral to our success, and at MAB, we believe that an engaged and balanced workforce
drives better outcomes for everyone. We recognise that our colleagues are vital in delivering our mission for our
customers, and by supporting and engaging them we will drive strong and sustainable growth.
Our ‘People Strategy’, which was launched in 2024, is a key enabler in delivering our overall strategy at MAB. We
are committed to building an agile, digital-first organisation that is fit for the future and has the right people, in the
right roles, at the right time, guided by key principles:
• Deliver an outstanding colleague experience for everyone who works here.
• Source and develop the skills and talent that will give us the capability to fuel growth and innovation, ensuring
that we are fit for the future.
• Develop diverse leaders who inspire growth and learning.
• Create an agile and inclusive culture led by trust.
An agile
organisation that’s
fit for the future
A cost effective, flat
structure at all levels
Multiskilled, flexible
teams to reduce key
person risk
A clear strategy for
Group alignment
Built with the
customer in mind
and an eye on future
skills needs
EMPLOYEE
OFFER
Everyone knows
what to expect from
MAB and what MAB
expects in return
Everyone
understands the
moments that matter
We have clear and
simple people
processes
Our People team
are visible and offer
credible advice and
guidance
TALENT
MANAGEMENT
Talent is identified
and nurtured
Early talent pipelines
are developed
Coaching and
mentoring is
supported
Career pathways
exist
Our strong brand is
optimised to attract
talent
LEARNING &
DEVELOPMENT
Everyone can
access learning and
development to
help them be their
best self
New and aspiring
leaders can access a
toolkit
Leaders can access
a development
programme, MAB
Leaders “Making a
Difference”
PERFORMANCE
MANAGEMENT
Everyone has clear
objectives
Frequent feedback is
shared
Ongoing
measurement of
the “What” and the
“How”
High performance
recognized
Development plans
are robust and acted
upon
Bringing our
behaviours to life
Inclusivity is
understood and
diversity is valued
Informative and
engaging comms
show how we
listen and drive
engagement in our
business and it’s
future direction
Our leaders
role model our
behaviours
People Excellence – we will deliver an outstanding colleague experience throughout the colleague lifecycle
Our Mission – we help people fulfil their aspirations, by making key financial moments in life a simple, happy and reassuring experience – from home
ownership and beyond
ESG – we will ensure that we are a responsible business that grows sustainably and makes a positive contribution to all our customers,
shareholders, colleagues, suppliers and the local communities in which we operate, whilst minimising our environmental impact
Our Vision – we want to become the leading financial partner through life’s key moments – by being an amazing place to work, providing an outstanding
experience for our customers, transforming the industry with the best mortgage journey, having a positive social and environmental impact.
OUR MAB PEOPLE STRATEGY
The right roles
The right culture
The right people
60
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Colleague engagement
At MAB, we understand the importance of listening to our colleagues throughout their journey with us. We achieve
this through focus groups, diversity forums and colleague engagement surveys ensuring that every voice is heard
and valued.
Our latest, externally facilitated engagement survey provided valuable insights, highlighting both success to
celebrate and areas of improvement.
We were delighted that 70% of colleagues participated, achieving an overall Engagement Score of 76%, and an
Employee Net Promoter Score of +23, establishing a strong benchmark for the future.
70+30+A
70%
Participation 100+0+A
+23
Employee Net
Promoter Score 76+24+A
76%
Engagement
Score
We were particularly pleased that:
• 81% of colleagues feel proud to work at MAB.
• 90% of colleagues understand what is expected from them and how their role contributes to MAB’s overall
success.
• 82% feel empowered to make independent decisions, reflecting the genuine entrepreneurial spirit at MAB
engrained in our culture.
• 90% of colleagues believe they collaborate effectively to achieve shared goals.
We remain committed to fostering an inclusive and engaging workplace, continuously listening, learning, and
acting on colleague feedback through both formal and informal mechanism.
Lastly, we were extremely proud that MAB was recognised with the prestigious Best Inclusive Culture Award at
the Barclays UK Mortgage Intermediary Diversity, Equity, and Inclusion Awards 2024, which is a testament to our
strong colleague engagement.
PEOPLE AND CULTURE
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Governance
Financial Statements
Strategic Report
Learning and development
At MAB, we are committed to fostering a learning culture that empowers our colleagues with the skills, knowledge
and mindset to embrace challenges and drive success.
Our continuous learning programme focuses on three key areas:
• Creating strong leadership - we support our leaders at MAB, equipping them with the skills to lead effectively
and drive meaningful impact.
• Developing talent - we actively identify, nurture, and grow internal talent, ensuring colleagues reach their full
potential.
• Effectively managing performance - we help our colleagues set meaningful objectives, engage in quality
conversations and receive constructive feedback.
Our learning is delivered through a variety of formats to enhance accessibility and engagement:
• In person learning events,
• Virtual learning sessions,
• MAB Coaching and Mentoring programmes, and
• Micro-learning and learning bursts.
We will continue to evolve our learning approach by gaining a deeper understanding of our audience through
targeted learning focus groups, feedback, and ongoing colleague dialogue.
Wellbeing
At MAB, we recognise that colleague wellbeing is essential to creating a positive work environment, minimising
stress, enhancing job satisfaction, and enabling our people to thrive.
Our wellbeing strategy is built on three key
pillars—financial, mental, and physical wellness—all
underpinned by our organisational culture. Within these
pillars, we provide a range of support, including:
•
Employee Assistance Programme - A 24/7
phone and text helpline, counselling services, and
enhanced wellbeing benefits for all colleagues.
•
Financial Wellbeing Support - Early December
and January pay dates to support colleagues
during the costly festive season.
•
Financial Wellbeing Clinics & Webinars - Covering
mortgage advice, investment planning, and
retirement guidance.
•
Massage Therapy Sessions - Supporting stress
reduction, improved circulation, and better sleep
quality.
Physical
Wellness
Mental
Wellness
Financial
Wellness
PEOPLE AND CULTURE
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Feedback from our latest colleague engagement survey has been extremely positive, reinforcing the importance of
wellbeing initiatives to our colleagues.
Diversity, Equity, and Inclusion
At MAB, we believe that a diverse and inclusive workforce drives better outcomes for everyone. We are committed
to creating a diverse and inclusive organisation that fosters an environment of belonging and inclusion for all.
We are committed to creating a workplace where everyone is treated with fairness, respect, and dignity, regardless
of age, educational and professional background, disability, gender, gender re-assignment, marital status, race,
ethnicity, religion and beliefs and sexual orientation. Over the last year we have:
• Appointed a female CFO to the Board to ensure that we continue our diversity of thinking at the most senior level.
• Continued to develop our colleague voice group including diverse representation from all areas of the business.
• Continued to put resource behind the ED&I Steering Group (Unity) to support all colleagues in feeling valued
and able to reach their full potential.
• Utilised the MAB Apprenticeship Levy to develop both aspiring and existing female leaders into senior roles.
• Introduced a more gender balanced wording into our job adverts to support our continued unbiased
recruitment.
• Appointed a female Chair to the MAB Foundation.
• Became members of the Diversity & Inclusion Finance Forum to support the creation of a more balanced and fair
mortgage industry.
• Continued to review our flexible working policy to provide the most inclusive solutions.
• Enhanced our paternity pay above the government legal requirement.
PEOPLE AND CULTURE
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63
Governance
Financial Statements
Strategic Report
Community and volunteering
As part of our ESG strategy, we are committed to supporting communities and charitable initiatives.
Since introducing our volunteering initiative in 2021, all colleagues have been given two days of paid leave to
support a charity or organisation of their choice. In 2024, colleagues dedicated approximately 500 hours to
volunteering, with many choosing to organise team events.
Our commitment to community engagement is further reflected in the work of the Mortgage Advice Bureau
Foundation. Throughout 2024, MAB continued to fund and provide resources to the Foundation, a grant-giving
charity supporting projects that create sustainable, positive change.
The Foundation provides grants ranging from £500 to £5,000 in three key areas:
• Health & Wellbeing - Supporting projects that enhance quality of life.
• Preventing & Relieving Poverty - Helping communities facing financial hardship.
• Environmental & Conservation - Promoting sustainable practices and reducing carbon footprints.
In 2024, the Foundation:
• Received 93 nominations for funding.
• Approved and funded 17 projects, granting a total of £70,523.
• Partnered with Crowdfunder, British Airways, M&S, Sport England and Aviva, helping projects raise £124,856 in
additional funding.
Trustees
The Mortgage Advice Bureau Foundation is managed by a team of experienced trustees who oversee its
governance and ensure alignment with its mission:
Andy Frankish
Trustee
CEO at MAB Foundation
Lucy Tilley
Trustee
Experienced CFO
Peter Brodnicki
Trustee
CEO at MAB Group
Ali Crossley
Trustee
Managing Director, Distribution at Legal and General
Esther Dijkstra
Trustee
Managing Director, Intermediaries at Lloyds Banking Group
Caroline Hill
Chair
Chief People Officer at MAB Group
Ben Thompson
Trustee
Deputy CEO at MAB Group
PEOPLE AND CULTURE
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Forward looking statements
The strategic report is prepared for the members of MAB and should not be relied upon by any other party for any
other purpose. Where the report contains forward- looking statements these are made by the Directors in good
faith based on the information available to them at the time of their approval of this report.
Consequently, such statements should be treated with caution due to the inherent uncertainties, including both
economic and business risks underlying such forward-looking statements and information. The Group undertakes
no obligation to update these forward-looking statements.
On behalf of the Board
Emilie McCarthy
Chief Financial Officer
17 March 2025
Case study –
The Hamlett
The Hamlet Wigan supports young
adults aged 19-25 with additional
needs, helping them develop
practical skills for their future. The
initiative offers training in The Nest
Café, Lakeside Printing, and The
Woodlands retail outlets.
Thanks to a £5,000 grant from the
MAB Foundation, The Nest Café
was able to upgrade furniture and
purchase a new barista machine,
improving safety and reducing
operating costs.
Case study –
Flamingo Chicks
Flamingo Chicks’ Library of
Things encourages sustainable
borrowing, enabling members to
access DIY tools, recreational gear,
and party supplies—all at no cost.
The initiative has helped save an
estimated 283,000 tonnes of waste
and £6.2m for members.
A £2,250 grant from the MAB
Foundation helped launch a
new shop in Bristol, alongside a
successful crowdfunding campaign
that raised £12,649.
Award winning
In September 2024, MAB
Foundation was honoured with
the Charity Champion Award of
the Year at the Money Marketing
Awards. Judges praised MAB’s
commitment to raising awareness
for community-driven causes
and leveraging Crowdfunder
partnerships to help charities raise
more than just the initial grant
funding.
PEOPLE AND CULTURE
CONTINUED
GOVERNANCE
65
IN THIS SECTION
Board of Directors
66
Company Information
68
Directors’ Report
69
Corporate Governance
72
Directors’ Remuneration Report
80
Directors’ Responsibilities Statement
86
Independent Auditor’s Report to the Members
of Mortgage Advice Bureau (Holdings) Plc
87
66
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
MIKE JONES
NON-EXECUTIVE CHAIR
Aged 61
Mike joined Lloyds Bank
plc in 1985 and retired from
Lloyds Banking Group plc
(LBG) at the end of 2020.
He worked in various roles
across the group, most
recently as Managing
Director, Intermediaries &
Specialist Brands since 2010.
His primary role was leading
the Halifax, BM Solutions
and Scottish Widows Bank
business development teams,
working with mortgage
intermediaries across the
UK. Mike chaired the LBG
Housing Forum, the LBG
Intermediary Conduct
Forum and was responsible
in the UK for Birmingham
Midshires, Scottish Widows
Bank and intelligent Finance.
He was also responsible for
LBG’s European retail bank
operating in Germany and
The Netherlands, a role that
continues as Chair of the
Supervisory Board of Lloyds
Bank GmbH following his
appointment in March 2019.
Mike was appointed as the
Non-Executive Chair of
Mortgage Advice Bureau
(Holdings) plc in 2024.
COMMITTEES MEMBERSHIP
A R
N G
PETER BRODNICKI
CHIEF EXECUTIVE OFFICER
Aged 62
As one of the founders of
MAB in 2000, Peter has more
than 35 years’ experience
in mortgage and financial
services. Prior to founding
MAB, he was with Legal &
General for five years, where
he held the position of
Head of the Estate Agency
Network, and also latterly as
Recruitment Director. Peter’s
experience prior to Legal
& General includes sales
and management roles at
Albany Life, before which he
was at John Charcol. Peter
has received a number of
industry awards over the
years, including Business
Leader of the Year six times,
Mortgage Strategist of the
Year twice, and the Industry’s
Most Influential Person.
COMMITTEES MEMBERSHIP
N G
BEN THOMPSON
DEPUTY CHIEF EXECUTIVE
OFFICER
Aged 55
Ben has been in financial
services since 1986 and
before joining MAB in 2018,
he was Chief Executive
Officer of ULS Technology,
the AIM-listed provider
of online B2B platforms
for the UK conveyancing
and financial intermediary
markets. Prior to that, he
held senior positions at
Legal & General Group
Plc, where he ran their
market-leading mortgage
distribution business, as
well as the banking division.
Before Legal & General, Ben
held roles at Paymentshield,
St. James’s Place, Winterthur
Life and TSB. He also has
extensive experience in both
retail and private banking, as
well as in residential property,
in particular estate agency.
COMMITTEES MEMBERSHIP
G
BOARD OF DIRECTORS
The Board
comprises
three Executive
and four
Non-Executive
Directors.
A short biography
of each Director
is set out below.
COMMITTEE KEY
A Audit
R
Remuneration
N Nomination
G GRC
67
Governance
Financial Statements
Strategic Report
EMILIE MCCARTHY
CHIEF FINANCIAL OFFICER
Aged 44
Emilie McCarthy joined MAB
in May 2024, bringing over
20 years of experience in
finance, risk management,
and global operations
working in the UK and the
US. She has previously served
as CFO at CNBC International
and Group CFO for Hult
International Business School,
where she led initiatives
in revenue diversification,
geographical expansion, and
strategic transformation,
while also honing her skills
in crisis management and
finance transformation
programmes. She is a Fellow
Chartered Management
Accountant (CGMA FCMA).
Emilie is also a dedicated
community contributor,
serving as an independent
trustee for the Single
Homeless Project charity.
COMMITTEES MEMBERSHIP
G
NATHAN IMLACH
SENIOR INDEPENDENT
NON-EXECUTIVE DIRECTOR
Aged 55
Nathan is Chief Strategic
Adviser to Mattioli Woods
Limited, where his focus
is on acquisitions and
contributing to its future
direction. He qualified as a
Chartered Accountant with
Ernst & Young, specialising
in providing mergers and
acquisitions advice to a
broad range of quoted and
unquoted clients in the UK
and abroad. He is a Fellow
of the Chartered Institute
for Securities & Investment
and holds the Corporate
Finance qualification from
the Institute of Chartered
Accountants in England
and Wales. Nathan is a
Non-Executive Director of
Custodian Property Income
REIT plc, a UK real estate
investment trust listed on the
main market of the London
Stock Exchange, and is a
patron and former trustee of
Leicester Grammar School
Trust.
COMMITTEES MEMBERSHIP
A R
N G
DAVID PREECE
NON-EXECUTIVE DIRECTOR
Aged 64
David joined MAB as an
Executive Director in
2004 and retired as Chief
Operating Officer in 2019,
remaining on the Board as
a Non-Executive Director.
He has more than 40 years
of experience in financial
services and is an Associate
of the Chartered Institute of
Bankers. Prior to joining MAB,
David’s roles included Senior
Manager at NatWest Group
Financial Control, Head
of Mortgage Operations
at NatWest and Head of
Membership Services at the
Britannia Building Society.
COMMITTEES MEMBERSHIP
N G
RACHEL HAWORTH
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Aged 52
Rachel has operated in the
financial services industry
for over three decades
in a number of executive
and non-executive roles.
She currently serves as a
Non-Executive Director and
Chair of the Remuneration
Committee for Mansfield
Building Society, and a
Non-Executive Member of
the Phoenix Independent
Governance Committees
covering the Phoenix,
Standard Life, and ReAssure
brands. Her executive
experience includes
HSBC First Direct, and
more recently, Customer
Experience Director for
Coventry Building Society.
Rachel’s expertise spans
strategy, marketing,
digital transformation, risk
management and cultural
leadership, and she is a
Fellow of the Chartered
Institute of Marketing.
COMMITTEES MEMBERSHIP
A R
N G
BOARD OF DIRECTORS
CONTINUED
68
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Company:
Mortgage Advice Bureau (Holdings) plc
Directors:
Mike Jones
Non-Executive Chair
Peter Brodnicki
Chief Executive Officer
Ben Thompson
Deputy Chief Executive Officer
Emilie McCarthy
Chief Financial Officer
Nathan Imlach
Senior Independent Non-Executive Director
Rachel Haworth
Independent Non-Executive Director
David Preece
Non-Executive Director
Company secretary:
Rory Gissane
Registered office:
Capital House
Pride Place
Pride Park
Derby
DE24 8QR
Registered number:
04131569
Nominated adviser and
Keefe, Bruyette & Woods, a Stifel Company
joint broker:
4th Floor
150 Cheapside
London
EC2V 6ET
Joint broker:
Peel Hunt LLP
100 Liverpool Street
London
England
EC2M 2AT
Auditor:
BDO LLP
55 Baker Street
London
W1U 7EU
Solicitors:
Norton Rose Fulbright LLP
3 More London Riverside
London
SE1 2AQ
Principal bankers:
NatWest Bank plc
Cumberland Place
Nottingham
NG1 7ZS
Registrars:
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex
BN99 6DA
COMPANY INFORMATION
69
Governance
Financial Statements
Strategic Report
The Directors are pleased to present their report,
along with the financial statements for the year ended
31 December 2024. For the purposes of this report, the
expression “Company” means Mortgage Advice Bureau
(Holdings) plc and the expression “Group” means the
Company and its subsidiaries.
Results and business review
The Group’s principal activity remains the provision
of financial services, in particular the provision of
mortgage advice and advice on protection and general
insurance products. The Company itself operates as
a non-trading holding company. A full review of the
Group’s business, operations, principal risks and outlook
can be found in the Strategic Report on pages 23 to 40.
The financial statements provide detailed explanation of
the Group’s financial performance on pages 100 to 149.
In 2024, the Group delivered strong financial growth:
•
Group revenue increased by 11.3% to £266.5m.
•
Adjusted profit before tax (PBT) grew by 38.0% to
32.0m.
The financial results are summarised in the Financial Review
section of the Strategic Report on pages 18 to 22.
Dividends
The Board is pleased to propose a final dividend
of 14.8p per share (2023: 14.7p), bringing the total
proposed dividend for the year to 28.2p per share
(2023: 28.1p). This represents 75% of the Group’s annual
adjusted post-tax and minority interest profits, equating
a cash outlay of £8.6m (2023: £8.4m).
As the dividend was not an obligation at 31 December
2024, it has not been included in the Group financial
statements. If approved, the final dividend will be paid
on 27 May 2025 to ordinary shareholders on the register
as of 25 April 2025.
Dividends paid during the year totalled £16.2m, covering
the final dividend for the year ended 31 December
2023 and the interim dividend for the year ended
31 December 2024.
Going concern
The Directors have assessed the Group’s financial
prospects until 31 December 2026, considering the
current operating environment, and impact of the
ongoing geopolitical and macroeconomic uncertainties.
The Directors’ assessment includes a review of
the approved Group plan, the principal risks and
uncertainties as well as a review of profitability, cash
flows, regulatory capital requirements and compliance
with borrowing covenants under the Group’s current
debt facility.
Sensitivity analysis was conducted, applying severe
but plausible stress tests to key assumptions related
to business volumes, revenue mix, cash position,
banking covenants and regulatory capital adequacy.
This included reduction in business volumes between
15% and 20% across each business area within the
Group. The Group’s financial modelling shows that the
Group should continue to be cash generative, maintain
a surplus on its regulatory capital requirements
and be able to operate within its current financing
arrangements.
After evaluating this information, market and regulatory
data, and leveraging the knowledge and experience
of the Group and its markets, the Directors are
comfortable that the Group will continue to generate
positive cash flow, maintain regulatory capital surpluses,
continue operate, comply with its existing financing
arrangement and meet its liabilities as they fall due
over this period. Accordingly, the Directors continue to
adopt the going concern basis for the preparation of
the financial statements.
Events after the reporting date
No material events occurred after the reporting date
that would affect the understanding of the consolidated
financial statements.
Directors
A list of the current serving Directors and their
biographies is given on page 66.
As announced on 19 March 2024, Katherine Innes Ker,
Non-Executive Chair, stepped down after the 2024
annual general meeting and did not seek re-election.
As announced on 15 January 2024, Lucy Tilley,
Executive Director, stepped down as Director and
Chief Financial Officer.
As announced on 23 April 2024, Rachel Haworth
and Emilie McCarthy (Chief Financial Officer) were
appointed as a Non-Executive Director and Executive
Director respectively, and were elected at the 2024
annual general meeting.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
All Directors intend to stand for re-election at the 2025
AGM, except David Preece, who has announced he will
not seek re-election and step down as a Non-Executive
Director.
Directors’ indemnity
All Company Directors and Officers benefit from
indemnity provisions within the Company’s Articles of
Association. Former Directors who have the benefit
of an agreement for indemnity from the Company
are Katherine Innes Ker, former Chair, Richard Verdin,
former Non-Executive Director, Paul Robinson, former
CFO, and Stephen Smith, former Non-Executive
Director. Current Directors who have the benefit of
an agreement for indemnity from the Company are
David Preece, Nathan Imlach, Peter Brodnicki, and Ben
Thompson. The Group also maintains Directors’ and
Officers’ Liability Insurance.
Share capital
Mortgage Advice Bureau (Holdings) plc is a public
limited company incorporated in England and Wales
with shares quoted on the AIM market of the London
Stock Exchange.
The Company’s issued share capital during the year
and as at 31 December 2024 is shown in note 23 to
the Financial Statements. Save as agreed at a general
meeting of the shareholders, the ordinary shares have
pre-emption rights in respect of any future issues of
ordinary shares to the extent conferred by section 561
of the Companies Act 2006.
There are no restrictions on the transfer of ordinary
shares in the Company.
Rule 9 of the City Code
Under rule 9 of the City Code on Takeovers and
Mergers (City Code), where any person acquires an
interest in shares which carry 30% or more of the
voting rights that person is normally required to make
a general offer to all remaining shareholders of the
Company to acquire their shares.
The Panel on Takeovers and Mergers considers two of
the Directors (Peter Brodnicki and David Preece) as
persons acting in concert for the purposes of the City
Code. At 31 December 2024 the concert party held
ordinary shares, in aggregate, representing 19.55% of
the issued share capital of the Company.
Substantial shareholders
At 17 March 2025, the Company had been notified of
the following interests representing 3% or more of its
issued share capital:
Shareholder
Holding
Peter Brodnicki
17.95%
Liontrust Asset Management
13.94%
Octopus Investments
9.41%
Aberdeen
7.16%
Kayne Anderson Rudnick
6.22%
Liontrust Sustainable Investments
4.70%
M&G Investments
4.40%
Directors’ interests
Directors emoluments, beneficial interests in the shares
of the Company and their options to acquire shares are
disclosed in the Directors’ remuneration report. During
the period covered by this report, no Director had a
material interest in a contract to which the Company
or any of its subsidiaries was a party (other than their
own service contract) requiring disclosure under the
Companies Act 2006. There are procedures in place
to deal with any Directors conflicts of interest arising
under section 175 of the Companies Act 2006 and such
procedures have operated effectively.
Related party transactions
Details of related party transactions are given in note
26 to the Financial Statements.
Section 172(1) statement
The Directors of MAB consider that in conducting
the business of the Company over the course of the
year they have complied with section 172(1) of the
Companies Act 2006 (the Act), by fulfilling their duty
to promote the success of the Company and act in the
way they consider, in good faith, would be the most
likely to promote the success of the Company for the
benefit of its members as a whole, having regard to the
matters set out in s172(1)(a-f) of the Act.
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Strategic Report
Engagement with colleagues
Employee wellbeing and engagement is important to
the Group, and we try to engage with the community in
a meaningful and impactful manner.
More details on our engagement with colleagues can be
found in the People and Culture section of the Strategic
Report on pages 59 to 64.
Engagement with customers and suppliers
Details on how the Group has engaged with customers
and suppliers during the year can be found in the
Stakeholders section on pages 43 to 44 of the
Strategic Report.
Engagement with community and charitable
donations
Corporate social responsibility remains a key priority for
MAB and the Group strives to engage meaningfully and
impactfully with the communities in which it operates.
More details on our community engagement and charitable
donations can be found in the People and Culture section
of the Strategic Report on pages 59 to 64.
Political donations
The Group made no political donations during the year
(2023: £nil).
Annual General Meeting
This year’s annual general meeting of the Company
(AGM) will be held on 21 May 2025. The notice of
AGM is included with this document and contains
further information on the business to be proposed at
the meeting.
Principal risks and uncertainties
The Directors’ view of the principal risks and
uncertainties facing the business is summarised in the
Strategic Report on pages 27 to 32.
Corporate governance
A full review of Corporate Governance appears on
pages 72 to 79.
Auditor
BDO LLP, appointed as auditor in 2014, has expressed
its willingness to continue in office. The Group remains
satisfied with BDO LLP’s independence and the
adequacy of its safeguards.
A resolution for BDO LLP’s reappointment will be
proposed at the AGM on 21 May 2025.
As noted in the Audit Committee Report (pages 74 to
76), the Committee plans to establish a policy on audit
tenure and tendering, in line with the revised QCA Code
(November 2023).
Directors’ statement as to disclosure of
information to the auditor
All Directors who were members of the Board at the
time of approving the Directors’ report have taken all
reasonable steps to make themselves aware of any
relevant audit information and that to the best of each
Director’s knowledge and belief, there is no relevant
audit information of which the Company’s auditor is
unaware.
On behalf of the Board
Emilie McCarthy
Chief Financial Officer
17 March 2025
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Introduction
The Board is committed to maintaining high standards
of corporate governance, integrity and business ethics.
In accordance with the AIM Rules, the Group is required
to apply a recognised corporate governance code.
To meet this requirement, the Board has adopted the
Quoted Companies Alliance Corporate Governance
Code (QCA Code), which outlines ten principles aimed
at driving medium- to long-term value for shareholders
and requires the Group to publish relevant disclosures.
We believe that strong governance is essential to the
delivery of the Group’s strategic objectives. We are
committed to staying aligned with best practices,
remaining attuned to regulatory developments,
and continuously enhancing how we serve our
customer’s needs.
Further details on the Group’s corporate governance
arrangements are contained in the “corporate
governance” section of the Company’s investor website
(www.mortgageadvicebureau.com/investor-relations).
Board composition and independence
Several changes were made to the composition of
the Board during 2024, with Mike Jones succeeding
Katherine Innes Ker as Non-Executive Chair at the
2024 Annual General Meeting, and the appointments
of Emilie McCarthy as Chief Financial Officer on
22 May 2024 and Rachel Haworth as independent
Non‑Executive Director on 1 May 2024.
The Board is composed of three Executive Directors,
three independent Non-Executive Directors, including
the Chair, and one non-independent Non-Executive
Director. The Directors’ biographies on page 66
demonstrate a range of experience which is key to the
success of the Group.
The Board considers three of the Non-Executive
Directors to be independent of management and free
from any relationship that could materially interfere
with their ability to exercise independent judgement.
As such, they provide a strong independent presence
on the Board. The Board does not believe that the
independent Non-Executive Directors’ shareholdings
compromise their independence. Nathan Imlach serves
as the Senior Independent Director.
All Non-Executive Directors bring a diverse mix of skills
and senior-level experience in business operations
and strategy. Collectively, they provide the expertise
and insight that support our strategic direction and
reinforce our culture.
All Directors have access to the Company Secretary,
Rory Gissane, who helps to ensure compliance with
Board procedures and applicable rules and regulations.
The Board meets at least seven times per year, with
additional meetings scheduled as required. It serves as
the principal forum for guiding the Group’s strategic
direction and decision-making.
Operation of the Board
The Board is accountable to shareholders for
the effective management of the Group. It sets
long-term objectives and commercial strategy,
approves business plans, operating and capital budgets,
and oversees preparation of the interim and annual
financial statements.
The Board is responsible for considering and approving
the Group’s dividend policy, changes to its capital
and financing structure, and significant transactions,
including acquisitions and disposals. It ensures the
maintenance of a sound system of internal control and
risk management, oversees Board appointments and
succession planning, sets the executive remuneration
policy and remuneration arrangements for Directors
and other senior managers, and establishes the terms
of reference for Board committees. Other matters are
delegated to management, with policies in place to
ensure proper reporting to the Board.
The Company maintains appropriate insurance cover for
legal action against the Company’s Directors, though
no coverage is provided in the event that a Director is
found to have acted fraudulently or dishonestly.
The agenda and papers for Board meetings are
distributed by the Company Secretary in a timely manner.
The roles of Chair and Chief Executive Officer are
distinct, with clear division of responsibilities. The
Chair’s role is to ensure good corporate governance,
leading the Board, overseeing it effectiveness in all
aspects, setting the Board’s agenda, ensuring full
participation of all Directors in Board activities and
decision-making, and facilitating communication with
shareholders. As part of the Senior Managers and
Certification Regime, which applies to the Company as
a Financial Conduct Authority (FCA) regulated firm, the
Chief Executive Officer, Deputy Chief Executive Officer
and Chief Financial Officer each have clearly defined
roles set out in a statement of responsibilities.
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Together, they are responsible for overseeing the
development and the delivery of the strategy approved
by the Board, as well as the day-to-day operational
and commercial management of the Group by the
senior executive team. The Board is committed to
continuously developing the corporate governance and
management structures of the Group to ensure they
meet the evolving needs of the business.
Upon appointment, Board members, particularly the
Chair and Non-Executive Directors, disclose their
commitments and agree to allocate the necessary time
to discharge their duties effectively. The Board has
reviewed the time commitments of each Director and
is confident that each has sufficient capacity to fulfil
their responsibilities for the Company. Any conflicts of
interest are addressed in accordance with the Board’s
conflict of interest procedures.
All Executive and Non-Executive Directors retire
and stand for re-election annually at the Annual
General Meeting.
The Board aims to lead by example and act in the best
interests of the Company. It is guided by a strong set
of values outline in the Group’s “MABology” behaviours
framework, which are fundamental to achieving
good customer outcomes and promoting business
success. These values are at the heart of the Group’s
culture. The Board is committed to fostering a healthy
corporate culture and conducts an annual staff survey
to monitor progress in this area.
Induction, training and performance
evaluation
All Directors stay informed on key issues and
developments related to industry, financial, regulatory
and governance matters. They regularly attend briefing
seminars, conferences and industry forums, read trade
publications, and participate in training courses or
online learning to stay up-to-date on relevant topics.
Where appropriate, the Board receives presentations
from industry and professional experts. The Chief
Executive Officer and Deputy Chief Executive Officer
are regular participants at various industry-specific
conferences, and the Chief Financial Officer participates
in seminars on accounting, other financial and
governance matters.
Additionally, the Non-Executive Directors hold other
directorships and continually expand their skill
sets through those connections. Regular and open
communication ensures that relevant information is
disseminated effectively with the Board as a whole.
Every Director, upon appointment and throughout their
service, is entitled to receive any training they deem
necessary to fulfil their responsibilities effectively.
As required by the Senior Managers and Certification
Regime, the Non-Executive Chair regularly assesses the
continuing fitness and propriety of each Board member,
along with their individual contributions, to ensure,
amongst other things that:
• Their contribution is relevant and effective;
• They are committed; and
• Where relevant, they have maintained their
independence.
Board evaluation
Throughout 2024, the Board continued to implement
the conclusions and recommendations arising from the
Board evaluation conducted in 2023. A summary of the
findings from the review of the Board’s performance
and overall effectiveness, including its committees and
the Chair, is outlined below. The changes made to the
Board’s composition in 2024 further strengthened its
skills and expertise amongst the Directors.
The effectiveness evaluation process conducted in 2023
focused on the following areas:
• Composition, mix of skills and experience, diversity
and inclusion;
• Procedures and operation of the Board and its
committees;
• Culture and tone from the top;
• Stewardship and governance; and
• Strategy.
The evaluation confirmed that the Board understands
its strengths and weaknesses and is able to respond
effectively to changing market and business needs.
The Board concluded that the composition of both
the Board and its committees is appropriate, the
procedures in place are effective, responsibilities are
clearly divided, and the Directors possess the necessary
skills, experience, independence and knowledge to
enable the Board and its committees to effectively
discharge their duties. The Board regularly reviewed its
effectiveness throughout 2024, especially considering
the changes made to its composition.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Induction programme
The Board has an induction programme to ensure
that new Directors receive a formal introduction upon
appointment. This includes an overview of the Group’s
activities, key business areas, governing law, corporate
governance codes, strategy, financial and regulatory
risks, the terms of reference of the Board and its
committees, and the latest financial information. The
programme also includes meetings with the Executive
Directors, Company Secretary, members of senior
management, as well as external advisers including
the Company’s nominated adviser and auditor as
appropriate. Additionally, new Directors are given
access to Board and committee papers and minutes.
Board committees
To assist in discharging its duties, the Board has
delegated authority to four specialist committees:
the Audit Committee, the Group Risk Committee,
the Remuneration Committee and the Nominations
Committee. The terms of reference for each committee
are approved by the Board and reviewed annually. The
Chair of each committee reports to the Board on any
significant matters that fall outside the committee’s
delegated responsibility and authority.
Meetings and attendance
All Directors are expected to attend all Board meetings
and meetings of committees of which they are
members. In 2024, the number of Board meetings
held was higher than scheduled as Board members
met to consider potential acquisitions and investment
opportunities.
Directors’ attendance at meetings during the year was as follows:
Meetings attended (eligible to attend)
Board
Audit
Remuneration
Nominations
GRC
Katherine Innes Ker1
6 (7)
2 (2)
5 (5)
1 (1)
3 (3)
Peter Brodnicki
17 (17)
-
-
2 (2)
6 (6)
Nathan Imlach
17 (17)
5 (5)
7 (7)
2 (2)
6 (6)
Mike Jones2
16 (17)
5 (5)
7 (7)
2 (2)
6 (6)
David Preece
15 (17)
-
-
2 (2)
6 (6)
Lucy Tilley3
7 (7)
-
-
-
3 (3)
Ben Thompson
16 (17)
-
-
-
5 (6)
Rachel Haworth4
10 (11)
3 (3)
2 (2)
1 (1)
3 (4)
Emilie McCarthy5
9 (10)
-
-
-
3 (3)
Notes:
1 Katherine Innes Ker stood down as a Director at the 2024 AGM on 22 May 2024 and her attendance is shown up to that date.
2 Mike Jones succeed Katherine Innes-Ker as Chair after the 2024 AGM on 22 May 2024.
3 Lucy Tilley stood down as a Director at the 2024 AGM on 22 May 2024 and her attendance is shown up to that date.
4 Rachel Haworth was appointed as a Director on 1 May 2024.
5 Emilie McCarthy was appointed as a Director after the 2024 AGM on 22 May 2024.
Audit Committee
During 2024, the Audit Committee comprised Nathan
Imlach (Chair), Mike Jones, Rachel Haworth (from 1 May
2024) and Katherine Innes Ker (until 22 May 2024).
Nathan Imlach is a Chartered Accountant, and the Board
is satisfied that all members of the committee have
recent and relevant financial experience. The Group has
considered the Financial Reporting Council’s guidance
that the committee should possess competence relevant
to the financial services sector and has concluded that
the committee, as a whole, meets this requirement. The
Board believes the Audit Committee is independent, with
all members being independent Non-Executive Directors.
The responsibilities of the Audit Committee are
outlined in its terms of reference, with its key
responsibilities being:
• To review the reporting of financial and other
information to the shareholders of the Company and
to monitor the integrity of the financial statements;
• To review the Group’s accounting procedures and
provide oversight of significant judgement areas;
• To review the effectiveness of the Group’s internal
financial systems and controls;
• To review the effectiveness of the external audit
process and the independence and objectivity of the
external auditor;
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• To review audit fees and proposals for future years;
and
• To report to the Board how it has discharged its
responsibilities.
Committee meetings are typically attended by
representatives from both the external and internal
auditors. The Chief Executive Officer, Chief Financial
Officer and Deputy Chief Executive Officer are invited
to attend at the committee’s discretion. Other senior
executives from the Group may also be requested to
attend. The Committee meets with the Chief Financial
Officer not less than four times a year and meets
with representatives of the external auditors, without
management present, at least once a year.
There is cross membership between the Group Risk
Committee and other Board committees to ensure that
agendas are aligned, and key information is shared
appropriately across the committees.
Activities during the year
The Audit Committee met four times during the year
to consider significant financial and audit issues, the
judgements made in connection with the financial
statements, and to review the narrative within both the
annual report and the interim report.
During the year the Audit Committee continued to monitor
the internal audit function, which was delivered through
a combination of RSM Risk Assurance Services LLP as an
outsourced provider and the Group’s internal audit team.
The committee developed the Company’s internal audit
strategy and plan and oversaw the implementation of the
recommendations of the internal audits.
Significant judgements and estimates
GOODWILL
As set out in Note 14 to the Group financial statements, the
Group had goodwill of £53.9m (2023: £53.9m). Under IAS 36,
these balances are assessed annually for impairment. Impairment
testing requires the application of judgement, largely around the
assumptions that are built into the calculation of the value in use of
the cash generating unit being tested for impairment.
The committee considered the impairment reviews carried out
by management. These reviews focused on the assumptions
underlying the calculation of the value in use of the cash
generating units tested for impairment. Both management and
the committee challenged the underlying cash flow assumptions,
taking into account historical performance. This was further
supported by a review of the Group’s budgets and forecast model
used to calculate the cashflows used in the calculation.
The main assumptions reviewed by the committee were the
achievability of long-term business plans and the discount rate
used, as outlined in Note 14. These assumptions were subject to
sensitivity analysis by management which was also reviewed by
the committee.
The committee concluded that the carrying values of goodwill
included in the financial statements are appropriate.
VALUATION OF PUT AND CALL OPTIONS
In 2022, the acquisitions of Fluent and Auxilium had put and call
options associated with the acquisition of the minority interests at
a future date.
The valuation of the put and call options gives rise to key inherent
risks with respect to management judgements and estimates,
specifically around projected financial results.
For investments in subsidiaries with put and call options attached
to them, the committee reviewed and challenged the budgets and
forecast assumptions used in the model to calculate the valuation.
The committee concluded that the present values of the put and
call options included in the financial statements are appropriate,
and the impact of changes in valuation have been correctly
recognised.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
CLAWBACK LIABILITY
As detailed in Note 21, the Group recognises a refund liability under
IFRS 15 for the estimated cost of repaying commission income
received upfront on protection policies that may lapse in the four
years following issue. This liability is an estimate and the actual timing
and amount of future cash flows are dependent on future events.
The liability balance is calculated using a financial model that has
been developed over several years. It incorporates several factors
including the total ‘unearned’ commission (i.e. that could still be
subject to clawback) at the point of calculation, the age profile of the
commission received, estimates of future lapse rates, and the success
of the ARs in preventing lapses and/or generating new income at the
point of a lapse.
The committee considered and challenged the nature of
the liability, the potential outcomes and the prior history of
cancellations to assess whether the key judgements used to
calculate the liability is prudent and appropriate.
The committee discussed with management the key elements
of judgement to assure themselves of the adequacy and
appropriateness of the provision. Following this discussion, the
committee was satisfied that the judgements exercised were
appropriate and that the liability was fairly stated in the financial
statements.
USE OF ALTERNATIVE PERFORMANCE MEASURES
The Group has identified certain measures that it believes will
assist in the understanding of the performance of the business.
These measures are not defined under IFRS but can be used,
provided that appropriate disclosure is made in the Annual Report
and Accounts.
These are included within the Glossary of Alternative Performance
Measures (APMs) on pages 150 to 152.
The committee considered the measures and determined that
these APMs are deemed important by management as key
indicators and comparables for assessing business performance.
They are not substitute for, or superior to, any IFRS measures. The
committee was also satisfied that the disclosure of the APMs was
appropriate.
OTHER MATTERS
In addition to the above matters, the committee assessed whether
each entity, as well as the Group as a whole, is a going concern.
The committee also reconsidered a number of other judgements
made by management including IFRS 2 ‘Share-based payments’,
Investments in Associates, the impairment of trade and other
receivables and the impairment of other Intangible Assets.
The committee considered the Group’s going concern assessment
and whether the forecast financial performance would result in
an adequate level of headroom over the Group’s available cash
facilities. The committee also discussed the key assumptions
underpinning the Group’s forecast financial performance with
management regularly during the year and considered a range of
sensitivities to those forecasts, together with the feasibility and
effectiveness of mitigating factors. The committee concluded
there are no material uncertainties that cast doubt on the Group’s
ability to continue as a going concern and that the adoption of the
going concern basis is appropriate.
The committee considered management’s approach, proposed
disclosures, assessment, and other factors in the judgements made
by management and concluded that the judgements used were
appropriate.
Internal audit
The internal audit function is responsible for providing
assurance over the design and operational effectiveness
of the internal controls related to the Group’s key
activities. During the year the internal audit function
moved from being fully outsourced to being a
co‑source arrangement with the recruitment of an
Internal Audit Manager.
The Group’s internal audit activity follows a strategic,
risk-based approach to cyclical audits, considering the
Group’s key strategic priorities and risks. This approach
aims to provide assurance over key areas such as
governance, risk management and control. During the
year the internal audit function engaged in a number of
activities, including:
• Developing the internal audit plan based on an
analysis of the Group’s corporate objectives, risk
profile and assurance framework, as well as other
factors such as emerging issues in the Group’s sector;
• Delivering audits providing assurance over the
Group’s regulatory reporting, environmental,
social, and governance (ESG), insurance, payroll,
information technology general controls and key
financial controls; and
• Developing a forward-looking plan to provide the
Group with assurance over key risks facing the
business and its sector as a whole in 2025, including
training and competence and outsourcing. The
plan is supplemented by additional reviews on core
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business areas including information technology
general controls as well as work due under a cyclical
approach.
An Internal Audit tender process was performed
during 2024 to review the market for the provision
of the Group’s co-sourced services, resulting in the
appointment of Azets Holdings Ltd as new co-source
provider for 2025.
As the third line of defence, the internal audit function
(together with the external auditor in connection
with its audit of the financial statements) builds risk
awareness within the organisation by challenging the
first and second lines of defence to continue improving
the internal control framework.
External auditor
An analysis of fees payable to the external audit firm
for both audit and non-audit services during the
year is detailed in note 6 to the financial statements.
The Company is satisfied that the external auditor
remains independent in the discharge of its audit
responsibilities.
The Committee also reviews the external auditor’s
management letter, with at least one formal
presentation made annually by the auditor.
On auditor tendering, while the QCA Code does not
lay down specific requirements for smaller quoted
companies, larger listed companies are required to
put their audit out to tender every ten years with an
external auditor’s tenure being limited to twenty years.
In this light, the Committee intends to agree a policy on
the frequency of tendering and the length of tenure of
external auditors to ensure that the independence of
the external auditor is, and is seen to be, safeguarded.
Remuneration Committee
During 2024, the Remuneration Committee
comprised Rachel Haworth (Chair) (from 1 May 2024),
Nathan Imlach, Mike Jones and Katherine Innes Ker
(until 22 May 2024).
The Committee meets not less than twice a year,
and more frequently as required. It is responsible for
determining and reviewing the Group’s executive
remuneration policy and other benefits, ensuring that
incentives are aligned to the delivery of the Group’s
strategic objectives and its terms of employment,
including performance-related bonuses and
share options. The committee also administers the
operation of the share option and share incentive
schemes established by the Company.
The members of the Remuneration Committee have
no personal interest in the outcome of their decisions
and aim to serve the interests of shareholders to ensure
the continuing success of the Company. All members
of the Remuneration Committee are independent
Non‑Executive Directors. The remuneration of the
Non‑Executive Directors is determined by the Executive
Directors of the Board. No Director is permitted
to participate in decisions concerning their own
remuneration.
The committee met formally seven times during the
year and with key items considered including:
• The Group’s executive remuneration policy and its
operation;
• Annual review of the Executive Directors’ and senior
managers’ base salaries and bonus arrangements;
• The impact of the continuing cost-of-living crisis
and support for colleagues, with a focus on the
lower‑paid;
• Benchmarking of Executive Directors’ base salaries
and total potential compensation by an external
remuneration consultant on behalf of the committee;
• The remuneration package for the Chief Financial
Officer;
• Awards to be granted under the share option and
share incentives schemes operated by the Company;
and
• Vesting of executive share options.
The committee continues to review the Group’s
long‑term incentive plans to ensure it can continue to
attract, retain and incentivise appropriately qualified
staff to achieve its goals.
Further information about the committee and the
Group’s executive remuneration policy is as set out on
pages 80 to 85 in the Directors’ remuneration report.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Nominations Committee
During 2024, the Nominations Committee comprised
Mike Jones (Chair from 22 May 2024), Peter Brodnicki,
David Preece, Nathan Imlach, Rachel Haworth
(from 1 May 2024) and Katherine Innes Ker (Chair and
member until 22 May 2024).
The Committee is responsible for:
• Reviewing the size, structure and composition
(including the skills, knowledge, experience
and diversity) of the Board and to make
recommendations to the Board with regard to any
changes;
• Succession planning for both Executive and
Non‑Executive Directors and other senior executives
in the Group; and
• Identifying and recommending to the Board
for approval candidates to fill Board and senior
management vacancies where required.
The committee works in close consultation with the
Executive Directors, with its main priorities being the
Board structure and composition, ensuring that the
Board has the right skills and experience to fulfil its
responsibilities, as well as management development
and succession planning.
The Nominations Committee met once during the
year to consider succession planning for the Executive
Directors, to note appointments to and succession
planning for the executive team, and to consider the
succession planning for the Non-Executive Directors.
The criteria for assessing the level of diversity at the
Board and in the senior management team were
broadened to include socio-economic background,
nationality, educational attainment, gender and age,
reflecting key principles within the QCA Code.
The current Board has three Executive Directors,
three Independent Non-Executive Directors and one
Non‑Independent Non-Executive Director, including
the Chair.
Board changes
Chair of the Board
Following the stepping down of Katherine Innes Ker
as Non-Executive Chair and Director, Mike Jones was
appointed as Non-Executive Chair at the conclusion
of the 2024 AGM. Mike joined the Board in March 2021
and chairs the Group Risk Committee. Following his
appointment as Non-Executive Chair, Mike also succeeded
Katherine as the Chair of the Nominations Committee.
Chief Financial Officer
Emilie McCarthy joined the Board as a Director and as
Chief Financial Officer on 22 May 2024, following the
resignation of Lucy Tilley.
Independent Non-Executive Director
During 2024, the Nominations Committee oversaw
the process to appoint an additional Non-Executive
Director and on 1 May 2024, Rachel Haworth was
appointed to the Board. Rachel has extensive
experience in the financial services industry and upon
her appointment as a Director was also appointed
as the Chair of the Remuneration Committee and
as a member of the Audit Committee, Nominations
Committee and Group Risk Committee.
Group Risk Committee
The Group Risk Committee (GRC) is chaired by Mike
Jones with all the Directors members of the committee.
In 2022 the Group appointed Paul Gill as Chief Risk
Officer, who attends GRC meetings.
The GRC met six times in 2024 to review and consider
the following:
• All major Group-related existing and potential risks,
including a review of the Group risk register, risk
appetite and management framework, and any Risk
and Compliance Committee escalations;
• The preparation for and implementation of the
Consumer Duty regulation;
• Regulatory consultation papers and impending
legislation changes;
• Senior Managers and Certification Regime;
• General Data Protection Regulation;
• Cyber security;
• Operational resilience;
• Mergers and acquisitions (M&A) activity;
• ESG matters including vulnerable clients, diversity,
and other relevant regulatory themes;
CORPORATE GOVERNANCE
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79
Governance
Financial Statements
Strategic Report
• The effectiveness of the Group’s procedures on
whistleblowing, anti-bribery and corruption and
anti-money laundering;
• Restructuring undertaken following the Fluent
acquisition; and
• Other major risk considerations and relevant
upcoming legislation.
Consumer Duty
The FCA published its final rules on the Consumer Duty
in July 2022, with rules taking effect on 31 July 2023.
The Board approved the Group’s first Consumer Duty
Annual Report in July 2024, which set out how the
Group had progressed against the expectations of the
FCA and met the requirements of the Consumer Duty.
In December 2024, the FCA issued a publication which
reflected their review of a range of Annual Consumer
Duty reports and, following review and analysis of
this report, the management team considers that the
Group’s first Consumer Duty Annual Report materially
met the FCA’s expectations and is continuing to focus
on embedding the requirements. The Consumer Duty
requires firms to deliver good outcomes in the following
four areas:
• Product and services;
• Price and value;
• Consumer understanding; and
• Consumer support.
Throughout 2024, the GRC continued to receive regular
updates from the Chief Risk Officer in relation to the
ongoing Consumer Duty activity within the business,
including monitoring completion of all actions resulting
from the Annual Consumer Duty Board Report.
The Group has been actively engaged throughout in the
work of the Association of Mortgage Intermediaries on
the Consumer Duty and its requirements.
Communications with shareholders
The Board is committed to maintaining communication
with the Company’s shareholders. The principal
methods of communication with private investors
remain the annual report and financial statements,
the interim report, the AGM and the Group’s website
(www.mortgageadvicebureau.com/investor-relations).
All Directors will normally attend each AGM, and
shareholders are given the opportunity to ask
questions. In addition, the Chief Executive Officer,
Deputy Chief Executive Officer and Chief Financial
Officer welcome dialogue with individual institutional
shareholders to understand their views and feed these
back to the Board. General presentations are also
given to analysts and investors covering the annual and
interim results, with prompt feedback being received by
the Board through the Company’s corporate brokers.
The Board aims to be open with shareholders and
available to them, subject to compliance with relevant
securities laws. The Chair and other Non-Executive
Directors make themselves available for meetings
as appropriate.
Internal control and risk management
The Board is ultimately responsible for the Group’s
system of internal control and for reviewing its
effectiveness. Such systems are designed to manage
rather than eliminate risks and can only provide
reasonable, not absolute, assurance against material
misstatement or loss.
The Directors believe that the Group has internal control
procedures in place appropriate to the size and nature
of the business. In accordance with the guidance of
the Turnbull Committee on internal control, an ongoing
process is in operation for the identification, evaluation
and management of significant risks faced by the
Group. The Board routinely reviews the effectiveness
of the system of internal control and risk management
to ensure controls react to changes in the nature of the
Group’s operations. There are two Board committees
that review various risks: the Audit Committee and
the Group Risk Committee. Further details of these
committees are described on pages 74 and 79.
The Group maintains appropriate insurance cover
and reviews the adequacy of the cover regularly, in
conjunction with the Group’s insurance brokers.
On behalf of the Board
Emilie McCarthy
Chief Financial Officer
17 March 2025
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Remuneration Committee
The committee is responsible for
the Group’s policy on executive
remuneration, including performance-
related annual bonus and share option
awards, other benefits, and terms of
employment. The Committee also
administers the operation of the share
option and share incentive schemes
established by the Company, including
the Long-Term Incentive Plan (LTIP).
The Committee operates under terms
of reference approved by the Board.
The committee members as of 31 December 2024 were
Rachel Haworth (Chair), Nathan Imlach and Mike Jones.
Remuneration Policy
The Group’s remuneration policy seeks to reward
employees for their expertise, responsibilities and
performance, which are aligned with the long-term
interests of shareholders and the cultural values of
the Group. The objective is to attract, retain and
appropriately incentivise high-performing individuals
capable of achieving the Group’s objectives and
thereby enhance shareholder value. A substantial
proportion of the overall package of compensation is
directly linked to performance through participation
in short- and long-term incentive schemes. Executive
Directors receive other customary benefits such as
pension contributions, death in service insurance, sick
pay and private medical insurance.
During the year, the Committee reviewed the
operation of the remuneration policy, assessing the
appropriateness and effectiveness of the performance
measures and the balance between the use of short-
and long-term performance measures, which were the
annual bonus and the LTIP.
For the Executive Directors, it was agreed that a
maximum potential payout under the annual bonus
of 150% of base salary and the maximum annual
award under the LTIP of 150% of base salary remained
appropriate in 2024. The Remuneration Committee
considered including ESG-related metrics in the LTIP
performance criteria but decided annual ESG targets
continue to be the most suitable for the Group.
Remuneration activity
In 2024, MAB awarded an average pay rise of 4.2%
across the Group, balancing easing - but still present -
cost of living challenges with the need to retain
and attract talent while safeguarding the financial
well‑being of its lowest-paid employees.
Salaries and Fees
Salaries for Executive Directors are reviewed annually,
considering base pay increases for employees, levels
of expertise, and the need to retain and motivate
high-calibre individuals. Any changes to Directors’
remuneration take effect on 1 January.
The Executive Directors determine the fees for the
Non-Executive Directors, considering the Groups’
size and complexity and the time commitment and
responsibilities of the role. Non-executive directors do
not receive bonuses and do not participate in share
incentive schemes. They do not hold options, and no
director is permitted to participate in decisions about
their own remuneration.
In Q4 2024, the Committee commissioned an
independent review of the current levels of Executive
Director remuneration and benchmarked these against
other companies of similar size and complexity.
Following the review of the current levels of
remuneration, the following changes to the base
salaries of the Executive Directors were proposed and
implemented with effect from 1 January 2025 in line
with the average salary increase across MAB:
• Peter Brodnicki, CEO - £463,500, an increase of
3.0%;
• Ben Thompson, Deputy CEO - £370,800 an increase
of 3.0%; and
• Emilie McCarty, CFO - £309,000 an increase of 3.0%.
Annual base fees for the Non-Executive Directors were
also increased from 1 January 2025 by 3%.
Annual Bonus 2024
The annual bonus 2024 was based on two criteria:
Financial (Group adjusted PBT target) for 80% and
achieving eight Personal Business Objectives (PBOs)
for the remaining 20%.
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81
Governance
Financial Statements
Strategic Report
Out of the eight PBOs, four were ESG objectives
linked to good customer outcomes, the embedding of
Consumer Duty, the Control Framework, and progress
on Environmental initiatives. One PBO was based
on service criteria, and three PBOs were focused on
achieving the Group’s technology roadmap, including
the deployment of AI tools.
These performance targets reflect the Group’s
commitment to a robust governance framework that
puts the customer first. They also reflect the significant
work undertaken to implement Consumer Duty and
advance our sustainability objectives. The targets were
recommended by the Group Risk Committee and are
measured with its input.
Performance against each PBO was assessed and
independently verified by the Chief Risk Officer. A 100%
achievement of the PBO’s resulted in a payout of 30%
of base salary for the Executive Directors, with CFO
Emilie McCarthy’s payout prorated from her joining date
in May 2024.
The payout on the Group adjusted PBT element was
56% of base salary for the Executive Directors, with
CFO Emilie McCarthy’s payout prorated.
2024
Percentage of
annual bonus
Percentage
of Base Salary
at Maximum
Bonus
Bonus paid as
a percentage
of Base Salary
Adjusted PBT
80%
120%
56%
PBOs
20%
30%
30%
Annual Bonus 2025
In line with our strategic objectives for 2025, we are
further enhancing the balanced scorecard approach to
our annual bonus framework.
This approach ensures that our performance measures
are closely aligned with the MAB Group strategy,
targeting key objectives across customer growth,
strategic goals, people and culture, and ESG initiatives.
Additionally, we are committed to aligning our
workforce benefits through competitive benchmarking
of our employee and executive offerings, ensuring
we effectively attract, engage and retain top talent at
MAB. This strategy not only supports organisational
growth but also enhances employee satisfaction and
strengthens stakeholder trust.
Long Term Incentive Plan
The Group has adopted the Mortgage Advice Bureau
Executive Share Option plan as the LTIP to incentivise
certain senior employees and directors.
In 2024, a total of 325,549 share options were issued
(274,563 on 22 April 2024 and 50,986 on 24 May
2024) and granted to the Executive Directors and
senior employees. The exercise of the options is
subject to the achievement of a performance condition
based on earnings per share (EPS) criteria and subject
to achievement, these options will vest on 1 April 2027.
The exercise price for these options is 0.1 pence, being
the nominal cost of ordinary shares.
The 2021 LTIP award vested in April 2024. Half of the
award was subject to an EPS performance condition
measured over three financial years, while the
other half was tied to a TSR performance condition
measured over three years from the grant. The TSR
condition was 71% achieved. However, the EPS targets
were set before the unforeseen 2022 mini budget
and its prolonged negative impact on the mortgage
market, resulting in none of the EPS conditions being
met. Consequently, the award vested at 35%.
Service Contracts
It is the Group’s policy for all Executive Directors
to have contracts of employment that contain a
termination notice period not exceeding twelve months.
The appointment of the Chief Executive Officer, Peter
Brodnicki, continues until terminated by either party
giving not less than twelve months’ notice to the other
party. The appointments of the Deputy Chief Executive
Officer, Ben Thompson, and the Chief Finance Officer,
Emilie McCarthy, continue until terminated by either
party giving not less than six months’ notice to the
other party.
The Non-Executive Directors do not have service
contracts. A Letter of Appointment provides for
an initial period of 36 months and continues until
terminated by either party by giving three months’ prior
written notice at any time after the initial 36-month
period. All Directors are subject to annual re-election at
the Annual General Meeting.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Total Figure of Remuneration for each director
The Director’s remuneration payable in respect of the year ended 31 December 2024 was as follows:
Basic salary and
fees
Annual bonus
Pension
contributions1
Benefits2
Long-term
incentive plan3
Total
2024
£000s
2023
£000s
2024
£000s
2023
£000s
2024
£000s
2023
£000s
2024
£000s
2023
£000s
2024
£000s
2023
£000s
2024
£000s
2023
£000s
Executives
Peter Brodnicki
450
410
385
51
45
41
3
2
65
263
948
769
Ben Thompson
365
272
308
34
36
32
5
3
65
263
779
606
Emilie McCarthy4
202
–
157
–
18
–
2
–
–
–
379
–
Lucy Tilley5
119
268
–
–
12
32
1
2
–
205
132
506
Sub-Total
1,136
950
850
85
111
106
11
8
130
732
2,238
1,881
Non-Executives
Katherine Innes-Ker6
71
100
–
–
–
–
–
–
–
–
71
100
Mike Jones7
85
49
–
–
–
–
–
–
–
–
85
49
Nathan Imlach
52
49
–
–
–
–
–
–
–
–
52
49
Rachel Haworth8
35
–
–
–
–
–
–
–
–
–
35
–
Stephen Smith9
–
17
–
–
–
–
–
–
–
–
–
17
David Preece
45
42
–
–
–
–
–
–
–
–
45
42
Sub-Total
288
257
–
–
–
–
–
–
–
–
288
257
Total
1,424
1,207
850
85
111
106
11
8
130
732
2,526
2,138
1
Pension includes the cash value of Company contributions to defined contribution pension plans and cash payments in lieu of pension contributions.
2 The benefit package of each Executive Director includes the provision of life assurance, the option of private medical assurance under a Group scheme, and the option to
participate in the Group’s Share Incentive Plan which includes a matched element.
3 Total market price of shares under option vested during the year at their vesting date, less any option exercise price payable.
4 Emilie McCarthy was appointed after the 2024 AGM on 22 May 2024.
5 Lucy Tilley stepped down after the 2024 AGM on 22 May 2024.
6 Katherine Innes-Ker stepped down after the 2024 AGM on 22 May 2024.
7 Mike Jones succeed Katherine Innes-Ker as Chair after the 2024 AGM on 22 May 2024.
8 Rachel Haworth was appointed on 1 May 2024.
9 Stephen Smith stepped down after the 2023 AGM on 24 May 2023.
Director’s Interests in Shares
As of 31 December 2024, the interest of the Directors in the Ordinary shares of the Company were:
Director
Ordinary
shares of 0.1p
%
Peter Brodnicki
10,401,557
17.95
David Preece
924,800
1.60
Ben Thompson
93,516
0.16
Nathan Imlach
32,820
0.06
Mike Jones
3,292
0.01
Emilie McCarthy
3,265
0.01
Note: The Directors shareholdings include any shareholdings of trusts or family members deemed to be connected persons.
DIRECTORS’ REMUNERATION REPORT
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83
Governance
Financial Statements
Strategic Report
Interest in Options
The interests of the Directors during 2024 were as follows:
Director
Date
Granted
Exercise
Price (£) At 1 Jan 2024
Granted
during
the year
Exercised
during
the year
Forfeited/
Not vested
during
the year
At 31 Dec 2024
Peter Brodnicki
(2)
Apr-24
0.001
–
75,391
–
–
75,391
(3)
May-23
0.001
83,146
–
–
–
83,146
(4)
Jun-22
0.001
36,262
–
–
–
36,262
(5)
Apr-21
0.001
19,766
–
–
(12,753)
7,013
(6)
Jul-20
0.001
37,108
–
–
–
37,108
(7)
Jul-19
0.001
33,717
–
–
–
33,717
(8)
Apr-18
0.001
9,957
–
–
–
9,957
219,956
75,391
–
(12,753)
282,594
Ben Thompson
(2)
Apr-24
0.001
–
60,312
–
–
60,312
(3)
May-23
0.001
55,230
–
–
–
55,230
(4)
Jun-22
0.001
24,097
–
–
–
24,097
(5)
Apr-21
0.001
19,766
–
(7,013)
(12,753)
–
(6)
Jul-20
0.001
37,108
–
–
–
37,108
(7)
Jul-19
0.001
33,717
–
–
–
33,717
169,918
60,312
(7,013)
(12,753)
210,464
Emilie McCarthy
(1)
May-24
0.001
–
49,342
–
–
49,342
–
49,342
–
–
49,342
Lucy Tilley
(2)
May-23
0.001
54,236
–
–
(54,236)
–
(3)
Jun-22
0.001
23,231
–
–
(23,231)
–
(4)
Apr-21
0.001
17,570
–
–
(17,570)
–
(5)
Jul-20
0.001
28,862
–
–
–
28,862
(6)
Jul-19
0.001
26,223
–
–
–
26,223
(7)
Apr-18
0.001
9,957
–
–
–
9,957
160,079
–
–
(95,037)
65,042
(1) Unapproved Option Scheme- First date exercisable is 2 April 2027, last date exercisable is 22 May 2032
(2) Unapproved Option Scheme- First date exercisable is 2 April 2027, last date exercisable is 21 April 2032
(3) Unapproved Option Scheme- First date exercisable is 2 April 2026, last date exercisable is 31 May 2031
(4) Unapproved Option Scheme- First date exercisable is 6 April 2025, last date exercisable is 6 June 2030
(5) Unapproved Option Scheme- First date exercisable is 1 April 2024, last date exercisable is 1 April 2029
(6) Unapproved Option Scheme- First date exercisable is 22 April 2023, last date exercisable is 22 July 2028
(7) Unapproved Option Scheme- First date exercisable is 1 July 2022, last date exercisable is 1 July 2027
(8) Unapproved Option Scheme- First date exercisable is 11 April 2021, last date exercisable is 10 April 2026
DIRECTORS’ REMUNERATION REPORT
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
All LTIP awards are subject to a three-year service period from the date of the grant.
For the 2022 award, 50% is linked to the Company’s growth in adjusted EPS over three financial years (the EPS
performance condition), while the other 50% is tied to the Company’s TSR growth over three years from grant (the TSR
performance condition).
From 2023 onwards, awards are based solely on the EPS performance condition.
Vested and unvested LTIP awards are subject to a formal malus and clawback mechanism.
The following performance conditions apply to the outstanding LTIP awards with vesting occurring on a straight-line basis
between threshold and maximum achievement.
2022 award:
Metric
Weighting
(% of award)
Performance condition
Threshold
Maximum
Vesting (% of Maximum)
25%
100%
Adjusted EPS
50% Compound annual growth rate in EPS
15%
26%
Total shareholder return
(TSR)
50%
Compound annual growth rate in shareholder
value
10%
20%
2023 award:
Metric
Weighting
(% of award)
Performance condition
Threshold
Maximum
Vesting (% of Maximum)
25%
100%
Adjusted EPS
100% Compound annual growth rate in EPS
5%
10%
2024 award:
Metric
Weighting
(% of award)
Performance condition
Threshold
Maximum
Vesting (% of Maximum)
25%
100%
Adjusted EPS
100% Compound annual growth rate in EPS
10.75%
21.50%
Note 27 to the financial statements contains details of all options granted to directors and employees as at
31 December 2024. All of the share options were granted for nil consideration.
Total Shareholder Return Performance Graph
The graph below illustrates the total shareholder return (TSR) for the period from 1 January 2015 to 31 December
2024 in terms of the change in value of an initial investment of £100 against the corresponding TSR in hypothetical
holdings of shares in the FTSE AIM All Share Index.
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85
Governance
Financial Statements
Strategic Report
The Company is a member of the FTSE AIM All Share
Index and considers this to be the most appropriate
broad equity market index for measuring its relative
performance.
The mid-market closing price of the Company’s
ordinary shares at 31 December 2024 was 610 pence
and the range during the financial year was 544 pence
to 946 pence.
None of the Directors had an interest in any contract of
significance in relation to the business of the Company
or its subsidiaries at any time during the financial year.
Employee Incentivisation and Reward
MAB is committed to providing an inclusive
working environment and ensuring the fair reward
of all employees, regardless of seniority across the
business. In addition to the Executive Directors and
senior management, the Committee considers wider
workforce remuneration and reward.
Share Incentive Plan
The Mortgage Advice Bureau (Holdings) plc Share
Incentive Plan (SIP) enables employees to buy shares
in the Company at an effective discount to the London
Stock Exchange price by having an amount deducted
from pre-tax salary each month. In addition, the
Company grants participating employees matching
shares.
The Share Incentive Plan is continuing to be popular
among our employees despite the cost-of-living crisis.
Eligible employee participation stands at 35% (2023:
34%). The average monthly contribution in 2024 was
£106 (2023: £110).
Shareholder Engagement
We take a keen interest in our shareholders’ views on
executive remuneration and welcome any feedback on
the Directors’ Remuneration Report. At the 2024 AGM,
99.9% of the votes cast were in favour of accepting the
Remuneration Report.
This Remuneration Report will be subject to an advisory
vote at the 2025 AGM. Our goal is to be clear and
transparent in the presentation of this report, and I look
forward to shareholders’ support on this resolution.
On behalf of the Board
Rachel Haworth
Chair of the Remuneration Committee
17 March 2025
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
DIRECTORS’ RESPONSIBILITIES STATEMENT
The Directors are responsible for
preparing the Directors’ report,
strategic report and the financial
statements in accordance with
applicable law and regulations.
UK company law requires the Directors to prepare
Group and Company financial statements for each
financial year. The Directors are required by the AIM
Rules of the London Stock Exchange to prepare
Group financial statements in accordance with
International Accounting Standards in conformity with
the requirements of the Companies Act 2006 that
are applicable to companies that prepare financial
statements in accordance with IFRSs.
Under company law the Directors must not approve the
financial statements unless they are satisfied that they
give a true and fair view of the state of affairs of the
Group and the Company and of the profit or loss of the
Group for that period. In preparing each of the Group
and Company financial statements, the Directors are
required to:
• Select suitable accounting policies and then apply
them consistently;
• Make judgements and estimates that are reasonable
and prudent;
• State whether they have been prepared in
accordance with UK adopted international
accounting standard; and
• Prepare the financial statements on the going
concern basis unless it is inappropriate to presume
that the Group and the Company will continue
in business.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and
explain the Group’s and the Company’s transactions
and disclose with reasonable accuracy at any time
the financial position of the Group and Company
and enable them to ensure the financial statements
comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the Group
and Company and hence for taking reasonable steps
for the prevention and detection of fraud and other
irregularities.
The Directors are responsible for ensuring the annual
report and the financial statements are made available
on a website. The maintenance and integrity of the
corporate and financial information included on the
Group’s website is the responsibility of the Directors.
Legislation in the UK governing the preparation and
dissemination of financial statements may differ from
legislation in other jurisdictions.
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Financial Statements
Strategic Report
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS
OF MORTGAGE ADVICE BUREAU (HOLDINGS) PLC
Opinion on the financial statements
In our opinion:
• The financial statements give a true and fair view of
the state of the Group’s and of the Parent Company’s
affairs as at 31 December 2024 and of the Group’s
profit for the year then ended;
• The Group financial statements have been
properly prepared in accordance with UK adopted
international accounting standards;
• The Parent Company financial statements have
been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice;
and
• The financial statements have been prepared
in accordance with the requirements of the
Companies Act 2006.
We have audited the financial statements of Mortgage
Advice Bureau (Holdings) Plc (the ‘Parent Company’)
and its subsidiaries (the ‘Group’) for the year ended
31 December 2024 which comprise Consolidated
Statement of Comprehensive Income, Consolidated and
Company Statement of Financial Position, Consolidated
and Company Statement of Changes in Equity,
Consolidated Statement of Cash Flows and notes to the
financial statements, including a summary of material
accounting policy information.
The financial reporting framework that has been applied
in the preparation of the Group financial statements is
applicable law and UK adopted international accounting
standards. The financial reporting framework that
has been applied in the preparation of the Parent
Company financial statements is applicable law and
United Kingdom Accounting Standards, including
Financial Reporting Standard 102 The Financial
Reporting Standard applicable in the United Kingdom
and Republic of Ireland (United Kingdom Generally
Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with
International Standards on Auditing (UK) (ISAs
(UK)) and applicable law. Our responsibilities under
those standards are further described in the
Auditor’s responsibilities for the audit of the financial
statements section of our report. We believe that the
audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Independence
We remain independent of the Group and the Parent
Company in accordance with the ethical requirements
that are relevant to our audit of the financial statements
in the UK, including the FRC’s Ethical Standard as
applied to listed entities, and we have fulfilled our
other ethical responsibilities in accordance with these
requirements.
Conclusions relating to going concern
In auditing the financial statements, we have concluded
that the Directors’ use of the going concern basis
of accounting in the preparation of the financial
statements is appropriate. Our evaluation of the
Directors’ assessment of the Group and the Parent
Company’s ability to continue to adopt the going
concern basis of accounting included:
• We have assessed the reasonableness of the
assumptions within the Directors’ forecast for
liquidity and profitability for a period of 12 months
from the signing of these accounts corroborating
the inputs to supporting documentary evidence. This
involved considering the base and stress scenarios
testing undertaken by the Directors to support
the Going concern assessment which included
assumptions about the potential impact this could
have on revenue (mainly from mortgage procuration
fees, and protection and general insurance
commissions) and possible cost saving measures
relating to administration expenses.
• We examined the existing agreement of the
Revolving Credit Facility and reviewed the nature
of the facility, repayment terms, covenants and
respective conditions. We assessed its continued
availability to the Group through the going concern
period and checked the completeness of the
Directors’ covenant assessment.
• We verified the mathematical accuracy of the going
concern model for the period to 31 December 2026.
• We assessed the appropriateness of the duration
of the going concern assessment period to
31 December 2026 and considered the existence
of any significant events or conditions beyond this
period based on our procedures on the Group’s cash
flow forecasts and from knowledge arising from
other areas of the audit.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
• We assessed whether the capital and cash positions
are adequate and whether the Group complies with
its covenant requirements in both the base and stress
scenarios.
• We considered whether there were any indicators of
other sources of finance not considered by Directors
in their assessment.
• We have reviewed publicly available information on
the housing market and house price index to assess
any impact on going concern.
• We assessed how the Directors have factored in the
current macroeconomic scenario on the business,
checking these had been appropriately considered as
part of the Directors’ going concern assessment.
• We reviewed the going concern disclosure in note 1
to the financial statements to assess that it gives a
complete and accurate description of the Directors’
assessment of going concern
Our Conclusions
The Directors’ assessment forecasts that the Group
will maintain sufficient liquidity throughout the
going concern assessment period in the base case
scenario and will not breach banking covenants. The
liquidity position remained strong, and no covenant
breaches were identified even in management’s worst-
case scenario.
There is a range of controllable mitigating actions
available to the Directors, which can be implemented
over the going concern assessment should the
need arise.
Based on the work we have performed, we have not
identified any material uncertainties relating to events
or conditions that, individually or collectively, may
cast significant doubt on the Group and the Parent
Company’s ability to continue as a going concern for
a period of at least twelve months from when the
financial statements are authorised for issue.
Our responsibilities and the responsibilities of the
Directors with respect to going concern are described
in the relevant sections of this report.
Overview
2024
2023
Key audit matters
*Revenue recognition
✔
✔
*Clawback liability
✔
✔
**Valuation of put/call options over the purchase of
non-controlling interests in subsidiaries
✖
✔
***Goodwill Impairment assessment in relation to
Fluent CGU
✖
✔
*Clawback liability has been incorporated within the revenue recognition KAM as it is
treated as a refund liability under IFRS 15.
**Valuation of put/call options over the purchase of non-controlling interests in
subsidiaries was not assessed as a KAM in current year as the options are nearing the
exercise date which reduces the uncertainties inherent in the valuation.
***Goodwill Impairment assessment in relation to Fluent Cash Generating Unit (CGU) is
no longer a KAM in the current year because the prior year impairment indicators are no
longer present and there is sufficient headroom between the value in use and carrying
amount of the CGU.
Materiality
Group financial statements as a whole:
£1,150,000 (2023: £1,036,000) based on 5% of profit before tax (2023: on 5% of average profit
before tax for the last three years).
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Financial Statements
Strategic Report
An overview of the scope of our audit
Our Group audit was scoped by obtaining an
understanding of the Group and its environment,
the applicable financial reporting framework and the
Group’s system of internal control. On the basis of
this, we identified and assessed the risks of material
misstatement of the Group financial statements
including with respect to the consolidation process.
We then applied professional judgement to focus our
audit procedures on the areas that posed the greatest
risks to the Group financial statements. We continually
assessed risks throughout our audit, revising the risks
where necessary, with the aim of reducing the Group
risk of material misstatement to an acceptable level, in
order to provide a basis for our opinion.
Components in scope
Mortgage Advice Bureau (Holdings) plc is a UK
consumer intermediary brand and specialist network
for mortgage advice offering mortgage and insurance
brokering services on a local, regional and national
level to UK consumers. The Group has 40 legal entities
operating across the United Kingdom, 15 of these are
dormant and not operational.
The Group’s operations are solely based in the United
Kingdom and it manages its operations from Derby.
The Group’s centralised functions include the Treasury
functions and other aspects of internal controls such as
the internal audit function.
The entities making up MAB Core component (as
listed in the table below) are centrally managed by
the Group finance team in Derby. For the purposes of
financial reporting for this component, these entities are
grouped together. They have the same processes and
controls. The remaining entities are managed by local
finance teams which report to the Group finance team
for consolidation and decision making processes.
The Group’s IT systems are decentralised and managed
at component level.
In determining components, we have assessed which
business units are linked in terms of the Group’s
operational and legal structure; the existence of
common reporting and information systems; controls,
financial information, personnel and other audit specific
factors. For the purposes of our Group audit, we have
identified six components within the group.
We performed risk assessment and planning
procedures to determine which of the Group’s
components are likely to include risks of material
misstatement to the Group financial statements, and
the type of audit procedures to be performed at these
components.
As part of performing our Group audit, we determined
the components in scope as follows:
• We identified three components for which a full
scope audit was applicable. These were determined
to be MAB Core; FMD; and Fluent . These were
considered to be in scope as they contained the
largest percentage of either total revenue or total
assets of the Group.
• We identified two components with accounts
contributing to the specific group risk of material
misstatement being Auxilium and Vita.
• We also identified the Parent Company as a
component as it holds investments in subsidiaries.
For components in scope, we used a combination
of risk assessment procedures and further audit
procedures to obtain sufficient appropriate evidence.
These further audit procedures included:
• Procedures on the entire financial information of
the component, including performing substantive
procedures; and
• Procedures on one or more classes of transactions,
account balances or disclosures.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Procedures performed at the component level
We performed procedures to respond to Group risks of material misstatement at the component level that
included the following.
COMPONENT
COMPONENT NAME
ENTITY
GROUP AUDIT SCOPE
1
Mortgage Advice
Bureau (Holdings) plc
(Parent Company)
Mortgage Advice Bureau (Holdings) plc
Statutory audit and procedures on
the entire financial information of
the component.
2
MAB Core
Mortgage Advice AB Limited, MAB (Derby)
Limited, Capital Protect Ltd, Talk Ltd, and
Mortgage Talk Ltd
Audit procedures on the entire
financial information of the
component.
3
Fluent
Fluent Bridging Ltd, Fluent Lifetime Ltd,
Fluent Loans Ltd, Fluent Money Ltd, The
Fluent Money Group Ltd, Fluent Mortgage
Holdings Limited, Fluent Mortgages
Horwich Ltd, Fluent Mortgages Limited,
Project Finland Bidco Limited, and Project
Finland Topco Limited
Audit procedures on the entire
financial information of the
component.
4
FMD
First Mortgage Direct Limited (FMD), First
Mortgage Ltd (FML) and Property Law
Centre Ltd (PLC)
Audit procedures on the entire
financial information of the
component.
5
Vita
Vita Financial Limited, BPR Protect Ltd,
and Company Protection Ltd
Audit procedures on one or
more classes of transactions and
account balances.
6
Auxilium
Auxilium Group Limited and Auxilium
Partnership Ltd
Audit Procedures on one or
more classes of transactions and
account balances.
The Group engagement team has performed all
procedures directly, and has not involved component
auditors in the Group audit
Procedures performed centrally
We considered there to be a high degree of
centralisation of financial reporting and commonality
of controls in relation to Goodwill, Valuation of put/call
options over the purchase of non-controlling interests,
Taxation and going concern. We therefore designed and
performed procedures centrally in these areas.
Locations
The Group’s operations are spread over a number of
different geographical locations in the United Kingdom.
We visited two out of a total of four locations. Our
teams conducted procedures at the Group’s locations in
Derby and Bolton.
In addition, our team also worked remotely, holding
calls and video conferences with finance teams from
the components, and obtained digital information from
components.
Changes from the prior year
We applied ISA (UK) 600 – Revised September 2022
in our audit of the Group financial statements. The
revised standard introduced significant changes to
how we plan and perform group audits. Particularly, it
changed how an auditor approaches the identification
of components, risk assessment process and how the
audit procedures are planned and executed across
components.
Under the old standard (ISA (UK) 600 – Revised
November 2019), components in the audit process
were classified as either significant or non-significant
components. This classification was based on the size
and risk profile of each component within the Group
structure. In our prior year audit, we identified three
significant components being MAB Core, FMD and
Fluent Group and two non- significant components
being Vita and Auxilium. In our assessment, we defined
significant component as any components whose
revenue contributed more than 15% of Group revenue
and/or whose assets contributed more than 10% of
Group assets.
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Financial Statements
Strategic Report
The scope of our audit in the current year was based on
the Group risk and the source(s) of the risk in contrast
to the designation of components as either significant
or non-significant in the previous year. The components
and rationale for grouping the components has been
disclosed under the ‘Components in scope’ section of
this report.
Climate change
Our work on the assessment of potential impacts of
climate-related risks on the Group’s operations and
financial statements included:
• Enquiries and challenge of management to
understand the actions they have taken to identify
climate-related risks and their potential impacts on
the financial statements and adequately disclose
climate-related risks within the annual report;
• Our own qualitative risk assessment taking into
consideration the sector in which the Group operates
and how climate change affects this particular sector;
• Review of the minutes from the Board and Audit
Committee meetings, Sustainability committee
and other papers related to climate change and
performed a risk assessment as to how the impact of
the Group’s commitment as set out in the Strategic
report may affect the financial statements and our
audit; and
• Making enquiries of management about the
assumptions and climate risk considerations used
in the going concern models and assessing the
reasonableness of those assumptions.
The Group has explained in the Strategic report how
it has reflected the impact of climate change in the
financial statements. The Group did not identify any
climate risk that would materially impact the carrying
values of the Group’s assets or has any other impact
on the financial statements. These disclosures also
explain where governmental and societal responses
to climate change risks are still developing, and where
the degree of certainty of these changes means that
they cannot be taken into account when determining
asset and liability valuations under the requirements
of UK adopted international accounting standards.
Our audit effort in considering the impact of climate
change on the financial statements was focused on
evaluating management’s assessment of the impact of
climate risk, physical and transition, and their climate
commitments. As part of this evaluation, we performed
our own risk assessment to determine the risks of
material misstatement in the financial statements from
climate change which needed to be considered in our
audit. We also challenged the Directors’ considerations
of climate change risks in their assessment of going
concern and viability and associated disclosures.
Where considerations of climate change were relevant
to our assessment of going concern, these are
described above.
Based on our risk assessment procedures, we did not
identify there to be any Key Audit Matters materially
impacted by climate-related risks and related
commitments.
Key audit matters
Key audit matters are those matters that, in our
professional judgement, were of most significance in
our audit of the financial statements of the current
period and include the most significant assessed
risks of material misstatement (whether or not due to
fraud) that we identified, including those which had
the greatest effect on: the overall audit strategy, the
allocation of resources in the audit, and directing the
efforts of the engagement team. These matters were
addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on
these matters.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
KEY AUDIT MATTER
HOW THE SCOPE OF OUR AUDIT ADDRESSED THE KEY AUDIT
MATTER
Revenue recognition and clawback liability
The Group’s associated accounting policies are outlined in
note 1.
Detailed disclosures are included in Note 2.1(b), Note 3 and
Note 21 to the financial statements.
Revenue recognition:
The Group’s total revenue amounted to £267m at year end
(2023: £240m).
The Group’s revenue comprises mortgage procuration
fees, protection and general insurance commissions, client
fees, and other income. Revenue is a key driver of return to
investors and there is risk that there could be manipulation,
fraud or omission of amounts recorded in the system. This
risk affects all revenue streams except other income, which is
simpler are less complex in nature.
In addition, revenue journals are posted manually which
provides a greater opportunity for data manipulation and
increases the risk of material misstatements.
We performed the following procedures to address the key
audit matters:
Revenue recognition:
• We assessed whether the Group’s revenue recognition
policies are in accordance with the applicable accounting
standards.
• We evaluated the design and implementation of controls for
mortgage procuration fees, protection and general insurance
commissions, and client fees in each component.
• For a sample of commission income, we obtained the third-
party statements supporting the transactions and traced
back to cash receipts.
• We recalculated a sample of the procuration fees using third-
party statements obtained independently and agreed to cash
received.
• We agreed a sample of client fees to providers’ statements
and cash receipts.
• For a sample of other income, we agreed these to cash
receipts and provider statements.
• For a sample of revenue transactions, we tested the
completeness of revenue by agreeing transactions from bank
statements to third-party statements, reconciliations and
then to the ledger.
• We assessed the completeness of revenue by checking
revenue posted for the period before and after the year end.
We agreed the revenue to underlying documents such as
rebate reports, reclaims files and evidence of management’s
assessment of the point of revenue recognition.
• We performed Risk Assessment Data Analytics (RADA) over
MAB Core and Fluent components revenue by assessing
trends and relationships between revenue and cost of sales.
• For the Fluent component we performed a full reconciliation
of revenue recorded to cash received with the involvement of
our data specialists.
• For journal entries posted to revenue that were unusual
and met our defined risk criteria, we corroborated these to
supporting documents and evidence of review and approval
by management.
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Governance
Financial Statements
Strategic Report
KEY AUDIT MATTER
HOW THE SCOPE OF OUR AUDIT ADDRESSED THE KEY AUDIT
MATTER
Clawback liability
The Group’s clawback liability amounted to £12.6m at year
end (2023: £10.3m).
As disclosed in Note 21, commission income received upfront
on protection policies may be ‘clawed back’ within four years
from the start of the insurance policy. The portion that is
clawed back is referred to as clawback liability and is treated
as a refund liability (under IFRS 15). This is posted as an
adjustment to revenue.
Management uses a model to determine the adjustment
to revenue. The model uses four key inputs, being the
commission potentially subject to clawback, the lapse and
recovery rates and the residual time available to clawback.
There is significant management judgement involved in
determining the adjustments to lapse & recovery rates which
may be adjusted by management based on the expected
changes in the market conditions.
The adjustments to lapse & recovery rates could result in
inaccurate measurement and increased fraud risk in revenue.
Specifically, a reduced lapse rate or an increase in the
recovery rate adjustment may lead to an understatement of
the clawback liability.
For these reasons, we determined revenue recognition and
clawback liability to be Key Audit Matters.
Clawback liability:
• We assessed whether the accounting treatment adopted
for the clawback liability was in line with the applicable
accounting standard requirements.
• We evaluated the design and implementation of the process
relevant for the determination of the clawback liability.
• We compared the data relating to unearned commission and
lapse rate history to third-party statements.
• We evaluated the reasonability of the lapse rate adjustment
by performing an independent analysis of the Group’s
assumptions applied to the lapse rate against the market and
economic factors such as inflation and interests rate changes.
Further, we recalculated the lapse rates using the adjusted
historical lapse rate as a basis.
• We validated management’s adjustment relating to the
success of the Appointed Representatives in preventing
lapses and/or generating new income at the point of a lapse
(Recovery rate) by performing a recalculation of the recovery
rate model using data analytics.
• We performed sensitivity analysis over the recovery rate and
the lapse rate to check the impact of any change in the rates
on the clawback liability.
• We performed sensitivity analysis by applying our
independently calculated recovery and lapse rates and
extending the different timeframes used by management.
• We compared the actual amount of clawback during the
current financial year to the liability raised in the previous
financial year to assess management’s ability to accurately
estimate the claw back liability.
Key observations:
Based on the procedures performed, we consider the
recognition and measurement of revenue and clawback liability
to be reasonable.
Our application of materiality
We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of
misstatements. We consider materiality to be the magnitude by which misstatements, including omissions, could
influence the economic decisions of reasonable users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we
use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly,
misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the
nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their
effect on the financial statements as a whole.
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Based on our professional judgement, we determined materiality for the financial statements as a whole and
performance materiality as follows:
Group
financial statements
Parent company
financial statements
2024
£m
2023
£m
2024
£m
2023
£m
Materiality
£1,150,000
£1,036,000
£718,000
£332,000
Basis for determining materiality
5% of profit before
tax of £23,09m.
5% of average profit
before tax for the
last three years.
5% of Total investments
Rationale for the benchmark applied
Profit before tax
was determined
to be the most
appropriate
benchmark as the
Group is listed with
profit and dividends
seen as the main
interest of investors.
Average profit
before tax was
determined to
be the most
appropriate
benchmark as the
Group is listed with
profit and dividends
seen as the main
interest of investors.
As the Parent Company is a holding
company, it was considered appropriate
to determine materiality based on Total
investments.
Total investments have increased from
£6.65m to £14.4m in the current year as
a result of the acquisition of the non-
controlling interest in FMD of £4.97m and
the Fluent growth shares of £1.04m.
Performance materiality
£860,000
£777,000
£538,000
£249,000
Basis for determining performance
materiality and rationale for the
percentage applied
75% of materiality based on our risk assessment and our assessment of expected
total value of known and likely misstatements.
Component performance materiality
For the purposes of our Group audit opinion, we
set performance materiality for each component of
the Group apart from the Parent Company whose
materiality and performance materiality are set out
above, based on a percentage of between 30% and
65% of Group Performance Materiality (2023: 75%
of Component Materiality) dependent on a number
of factors including the size and our assessment of
the risk of material misstatement of that component.
Component performance materiality ranged from
£258,000 to £559,000 (2023: 75% of Component
materiality levels which ranged from £237,000 to
£738,000).
Reporting threshold
We agreed with the Audit Committee that we would
report to them all individual audit differences in excess
of £60,000 (2023: £51,000). We also agreed to report
differences below this threshold that, in our view,
warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information.
The other information comprises the information
included in the Annual report other than the financial
statements and our auditor’s report thereon. Our
opinion on the financial statements does not cover
the other information and, except to the extent
otherwise explicitly stated in our report, we do not
express any form of assurance conclusion thereon. Our
responsibility is to read the other information and, in
doing so, consider whether the other information is
materially inconsistent with the financial statements
or our knowledge obtained in the course of the audit,
or otherwise appears to be materially misstated. If
we identify such material inconsistencies or apparent
material misstatements, we are required to determine
whether this gives rise to a material misstatement in the
financial statements themselves. If, based on the work
we have performed, we conclude that there is a material
misstatement of this other information, we are required
to report that fact.
We have nothing to report in this regard.
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Governance
Financial Statements
Strategic Report
Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during the course of the audit, we are
required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.
Strategic report and Directors’ report
In our opinion, based on the work undertaken in the course of the
audit:
• the information given in the Strategic report and the Directors’
report for the financial year for which the financial statements are
prepared is consistent with the financial statements; and
• the Strategic report and the Directors’ report have been prepared in
accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and
Parent Company and its environment obtained in the course of the
audit, we have not identified material misstatements in the strategic
report or the Directors’ report.
Matters on which we are required to report by
exception
We have nothing to report in respect of the following matters in
relation to which the Companies Act 2006 requires us to report to you
if, in our opinion:
• adequate accounting records have not been kept by the Parent
Company, or returns adequate for our audit have not been received
from branches not visited by us; or
• the Parent Company financial statements are not in agreement with
the accounting records and returns; or
• certain disclosures of Directors’ remuneration specified by law are
not made; or
• we have not received all the information and explanations we
require for our audit.
Responsibilities of Directors
As explained more fully in the Directors’ responsibilities
statement the Directors are responsible for the
preparation of the financial statements and for being
satisfied that they give a true and fair view, and for such
internal control as the Directors determine is necessary
to enable the preparation of financial statements that
are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, the Directors
are responsible for assessing the Group’s and the
Parent Company’s ability to continue as a going
concern, disclosing, as applicable, matters related
to going concern and using the going concern basis
of accounting unless the Directors either intend to
liquidate the Group or the Parent Company or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of
the financial statements
Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
are free from material misstatement, whether due to
fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (UK) will
always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate,
they could reasonably be expected to influence the
economic decisions of users taken on the basis of these
financial statements.
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Extent to which the audit was capable of
detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-
compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect
of irregularities, including fraud. The extent to which
our procedures are capable of detecting irregularities,
including fraud is detailed below:
Non-compliance with laws and regulations
Based on:
• Our understanding of the Group and the industry in
which it operates;
• Discussion with management and those charged
with governance and the Audit Committee; and
• Obtaining and understanding of the Group’s policies
and procedures regarding compliance with laws and
regulations.
We considered the significant laws and regulations
to be IFRS as adopted by the UK, UK tax legislation,
AIM Listing Rules, the Financial Conduct Authority’s
(FCA) rules.
The Group is also subject to laws and regulations
where the consequence of non-compliance could
have a material effect on the amount or disclosures
in the financial statements, for example through the
imposition of fines or litigations. We identified such laws
and regulations to be the Health and Safety legislation,
the Anti- Bribery Act including fraud, corruption and
bribery and Consumer Duty rules.
Our procedures in respect of the above included:
• Review of the Group’s own assessment of the risks
of non-compliance with laws and regulations, the
internal controls established to mitigate these
and whether this assessment was considered and
approved by the Board;
• We made inquiries of the Chief Risk Officer and
inspected the Group Risk Committee minutes;
• Involvement of our internal conduct risk regulatory
expert to assist in assessing the impact of the
conduct risk matters including considerations of
recent issues in the industry and sector;
• Review of minutes of meeting of those charged with
governance for any instances of non-compliance with
laws and regulations;
• Review of correspondence with regulatory and tax
authorities for any instances of non-compliance with
laws and regulations;
• Review of financial statement disclosures and
agreeing to supporting documentation;
• Involvement of tax specialists in the audit; and
• Review of legal expenditure accounts to understand
the nature of expenditure incurred.
Fraud
We assessed the susceptibility of the financial
statements to material misstatement, including fraud.
Our risk assessment procedures included:
• Enquiry with management and those charged with
governance, Audit Committee and internal audit
regarding any known or suspected instances of
fraud;
• Obtaining an understanding of the Group’s policies
and procedures relating to detecting and responding
to the risks of fraud;
• Internal controls established to mitigate risks related
to fraud;
• Review of minutes of meeting of those charged with
governance for any known or suspected instances of
fraud;
• Discussion amongst the engagement team as to
how and where fraud might occur in the financial
statements;
INDEPENDENT AUDITOR’S REPORT
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97
Governance
Financial Statements
Strategic Report
• Performing analytical procedures to identify any
unusual or unexpected relationships that may
indicate risks of material misstatement due to fraud;
and
• Considering remuneration incentive schemes and
performance targets and the related financial
statement areas impacted by these.
Based on our risk assessment, we considered the areas
most susceptible to fraud to be revenue (including
clawback liability) and management override of
controls.
Our procedures in respect of the above included:
• Testing journal entries that met a defined risk criteria,
including a sample of journal entries throughout the
year by agreeing to supporting documentation;
• Involvement of forensic specialists in the audit
to assist us in identifying fraud risks based on
discussions of the circumstances of the Group
and Parent Company, including consideration of
fraudulent schemes noted in similar entities. The
forensic specialists participated in the initial fraud
risk assessment discussions and were consulted as
required if further guidance was necessary;
• Assessing significant estimates made by
management for bias;
• Reviewing the financial statement disclosures and
testing to supporting documentation to assess
compliance with relevant laws and regulations
discussed above;
• Enquiring of management and the Audit Committee
for any instances of non-compliance with laws and
regulation and any known or suspected instances of
fraud;
• Performing analytical procedures to identify any
unusual or unexpected relationships that may
indicate risks of material misstatement due to fraud;
• Reading minutes of meetings of those charged with
governance and correspondence with the Financial
Conduct Authority to check for any instances of non-
compliance with applicable laws and regulations;
• In respect of the risk of fraud in relation to revenue
recognition and in accounting estimates such as the
clawback liability, performing the procedures as set
out in the Key Audit Matters section of our report;
• Evaluating the business rationale of any significant
transactions that are unusual or outside the normal
course of business; and
• At a component level, our procedures included
inquiries of component management, journal entry
testing and focused testing, including in respect of
the key audit matter of revenue recognition.
We also communicated relevant identified laws and
regulations and potential fraud risks to all engagement
team members who were all deemed to have
appropriate competence and capabilities and remained
alert to any indications of fraud or non-compliance with
laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks
of material misstatement in the financial statements,
recognising that the risk of not detecting a material
misstatement due to fraud is higher than the risk of
not detecting one resulting from error, as fraud may
involve deliberate concealment by, for example, forgery,
misrepresentations or through collusion. There are
inherent limitations in the audit procedures performed
and the further removed non-compliance with laws
and regulations is from the events and transactions
reflected in the financial statements, the less likely we
are to become aware of it.
A further description of our responsibilities is
available on the Financial Reporting Council’s website
at: www.frc.org.uk/auditorsresponsibilities. This
description forms part of our auditor’s report.
INDEPENDENT AUDITOR’S REPORT
CONTINUED
98
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Use of our report
This report is made solely to the Parent Company’s
members, as a body, in accordance with Chapter 3 of
Part 16 of the Companies Act 2006. Our audit work has
been undertaken so that we might state to the Parent
Company’s members those matters we are required to
state to them in an auditor’s report and for no other
purpose. To the fullest extent permitted by law, we do
not accept or assume responsibility to anyone other
than the Parent Company and the Parent Company’s
members as a body, for our audit work, for this report,
or for the opinions we have formed.
David Gonnelli
(Senior Statutory Auditor)
For and on behalf of
BDO LLP, Statutory Auditor
London, UK
17 March 2025
BDO LLP is a limited liability partnership registered in
England and Wales (with registered number OC305127).
INDEPENDENT AUDITOR’S REPORT
CONTINUED
99
FINANCIAL STATEMENTS
IN THIS SECTION
Consolidated Statement of Comprehensive Income
100
Consolidated Statement of Financial Position
101
Consolidated Statement of Changes in Equity
102
Consolidated Statement of Cash Flows
103
Notes to the Consolidated Financial Statements
104
Company Statement of Financial Position
146
Company Statement of Changes in Equity
147
Notes to the Company Statement of Financial Position 148
Glossary of Alternative Performance Measures
150
Glossary of Terms
153
100
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
for the year ended 31 December 2024
Note
2024
£’000
2023
£’000
Revenue
3
266,537
239,533
Cost of sales
4
(184,636)
(169,371)
Gross profit
81,901
70,162
Administrative expenses
(50,511)
(46,674)
Share of profit from associates
15
1,315
848
Costs relating to First Mortgage, Fluent and Auxilium options
5
(2,732)
(4,277)
Amortisation of acquired intangibles
5
(5,160)
(5,160)
Acquisition costs
5
(89)
(159)
Restructuring costs
–
(539)
Gain/(Loss) on fair value measurement of derivative financial instruments
15
21
(190)
Operating profit
6
24,745
14,011
Finance income
8
585
291
Finance expense
8
(1,267)
(1,427)
Unwinding of redemption liability
5
(626)
(1,183)
(Loss)/Gain on remeasurement of redemption liability
5
(551)
4,486
Profit before tax
22,886
16,178
Tax expense
9
(6,804)
(3,719)
Profit for the year
16,082
12,459
Total comprehensive income
16,082
12,459
Profit is attributable to:
Equity owners of the Parent Company
15,896
13,467
Non-controlling interests
186
(1,008)
16,082
12,459
Earnings per share attributable to the owners of the Parent Company
Basic
10
27.6p
23.6p
Diluted
10
27.4p
23.5p
Adjusted measures
Adjusted EBITDA
35,103
26,728
Adjusted profit before tax
32,023
23,200
Adjusted diluted earnings per share
39.2p
29.6p
Adjusted profit before tax (exc. software capex)
30,745
23,200
Adjusted diluted earnings per share (exc. software capex)
37.6p
29.6p
Further details of adjusted measures are provided within the Glossary of Alternative Performance Measures.
All amounts shown relate to continuing activities.
101
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Financial Statements
Strategic Report
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
as at 31 December 2024
Note
2024
£’000
2023
£’000
Assets
Non-current assets
Property, plant and equipment
12
5,047
5,799
Right of use assets
13
3,960
2,283
Goodwill
14
53,885
53,885
Other intangible assets
14
48,381
51,474
Investments in associates and joint venture
15
14,818
12,301
Derivative financial instruments
15
212
302
Trade and other receivables
16
1,089
353
Deferred tax asset
22
–
719
Total non-current assets
127,392
127,116
Current assets
Trade and other receivables
16
9,763
9,321
Cash and cash equivalents
17
23,675
21,940
Total current assets
33,438
31,261
Total assets
160,830
158,377
Equity and liabilities
Share capital
23
58
57
Share premium
24
55,163
48,155
Capital redemption reserve
24
20
20
Share option reserve
24
4,312
6,045
Retained earnings
24
14,109
15,921
Equity attributable to owners of the Parent Company
73,662
70,198
Non-controlling interests
1,433
4,211
Total equity
75,095
74,409
Liabilities
Non-current liabilities
Trade and other payables
18
2,979
2,642
Redemption liability
5
3,970
2,793
Lease liabilities
13
3,377
1,805
Derivative financial instruments
15
71
183
Loans and borrowings
19
8,735
12,426
Deferred tax liability
22
11,385
11,417
Total non-current liabilities
30,517
31,266
Current liabilities
Trade and other payables
18
36,503
35,225
Clawback liability
21
12,591
10,331
Lease liabilities
13
843
931
Loans and borrowings
19
5,102
5,824
Corporation tax liability
179
391
Total current liabilities
55,218
52,702
Total liabilities
85,735
83,968
Total equity and liabilities
160,830
158,377
The notes that follow form part of these financial statements. The financial statements were approved by the Board of
Directors on 17 March 2025.
P Brodnicki
E McCarthy
Director
Director
102
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
for the year ended 31 December 2024
Attributable to owners of the Parent Company
Share
capital
Share
premium
Capital
redemption
reserve
Share
option
reserve
Retained
earnings
Total
Non-
controlling
interest
Total
equity
Note
£'000s
£'000s
£'000s
£'000s
£'000s
£'000s
£'000s
£'000s
Balance as at
1 January 2023
57
48,155
20
4,511
15,154
67,897
7,548
75,445
Profit for the year
–
–
–
–
13,467
13,467
(1,008)
12,459
Total comprehensive
income
–
–
–
–
13,467
13,467
(1,008)
12,459
Transactions with owners
Acquisition of non-
controlling interests
5
–
–
–
–
942
942
(1,487)
(545)
Share-based payment
transactions
27
–
–
–
3,380
–
3,380
–
3,380
Current and deferred tax
recognised in equity
9, 22
–
–
–
449
101
550
–
550
Reserve transfer
27
–
–
–
(2,295)
2,295
–
–
–
Dividends paid
11, 29
–
–
–
–
(16,038)
(16,038)
(842)
(16,880)
Total transactions with
owners
–
–
–
1,534
(12,700)
(11,166)
(2,329)
(13,495)
Balance at
31 December 2023 and
1 January 2024
57
48,155
20
6,045
15,921
70,198
4,211
74,409
Profit for the year
–
–
–
–
15,896
15,896
186
16,082
Total comprehensive
income
–
–
–
–
15,896
15,896
186
16,082
Transactions with owners
Acquisition of non-
controlling interests
5
1
7,008
–
(2,544)
(1,730)
2,735
(2,735)
–
Share-based payment
transactions
27
–
–
–
1,682
–
1,682
–
1,682
Current and deferred tax
recognised in equity
9, 22
–
–
–
(692)
10
(682)
–
(682)
Reserve transfer
27
–
–
–
(179)
179
–
–
–
Dividends paid
11, 29
–
–
–
–
(16,167)
(16,167)
(229)
(16,396)
Total transactions with
owners
1
7,008
–
(1,733)
(17,708)
(12,432)
(2,964)
(15,396)
Balance at
31 December 2024
58
55,163
20
4,312
14,109
73,662
1,433
75,095
103
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Financial Statements
Strategic Report
CONSOLIDATED STATEMENT
OF CASH FLOWS
for the year ended 31 December 2024
Note
2024
£’000
2023
£’000
Cash flows from operating activities
Profit for the period before tax
22,886
16,178
Adjustments for:
Depreciation of property, plant and equipment
12
1,133
1,225
Depreciation of right of use assets
13
718
857
Impairment of right of use assets
13
-
428
Amortisation of intangibles
14
5,707
5,470
Unwinding of loan arrangement fees
32
68
77
(Gain)/Loss from disposal of fixed assets
12
(4)
36
Share-based payments
27
2,552
4,429
Share of profit from associates
15
(1,315)
(848)
Loss/(Gain) on remeasurement of redemption liability
5
551
(4,486)
Unwinding of redemption liability
5
626
1,183
(Gain)/Loss on fair value movements taken to profit and loss
15
(21)
190
Dividends received from associates
15
798
403
Finance income
8
(585)
(291)
Finance expense
8
1,267
1,427
34,381
26,278
Changes in working capital
(Increase)/Decrease in trade and other receivables
16
(1,178)
1,432
Increase/ (Decrease) in trade and other payables
18
3,168
(283)
Increase in clawback liability
21
2,260
2,293
Cash generated from operating activities
38,631
29,720
Income taxes paid
(6,599)
(5,390)
Interest received
585
–
Acquisition of non-controlling interests
5
(2,585)
(592)
Net cash generated from operating activities
30,032
23,738
Cash flows from investing activities
Purchase of property, plant and equipment
12
(381)
(932)
Direct costs relating to right of use remeasurement
13
(45)
–
Purchase of intangibles
14
(2,614)
(1,121)
Acquisition of associates
15
(2,000)
(469)
Net cash used in investing activities
(5,040)
(2,522)
Cash flows from financing activities
Repayment of borrowings
19,32
(4,350)
(5,350)
Interest received
–
304
Interest paid
(1,397)
(1,312)
Principal element of lease payments
32
(865)
(907)
Acquisition of non-controlling interests
5
(249)
(593)
Dividends paid to Company's shareholders
11
(16,167)
(16,038)
Dividends paid to non-controlling interests
(229)
(842)
Net cash used in financing activities
(23,257)
(24,738)
Net increase/(decrease) in cash and cash equivalents
1,735
(3,522)
Cash and cash equivalents at the beginning of the period
21,940
25,462
Cash and cash equivalents at the end of the period
23,675
21,940
104
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
1 Accounting policies
Basis of preparation
The principal accounting policies adopted in the
preparation of the consolidated financial statements are
set out below. The policies have been consistently applied
to all the years presented.
The consolidated financial statements are presented in
Great British Pounds and all amounts are rounded to the
relevant thousands, unless otherwise stated.
These financial statements have been prepared in
accordance with UK-adopted International Accounting
Standards in conformity with the requirements of the
Companies Act 2006 that are applicable to companies that
prepare financial statements in accordance with IFRS.
The preparation of financial statements in compliance with
adopted IFRS requires the use of certain critical accounting
estimates. It also requires Group management to exercise
judgement in applying the Group’s accounting policies. The
areas where significant judgements and estimates have
been made in preparing the financial statements and their
effect are disclosed in note 2.
The financial statements have been prepared on a historical
cost basis, except for derivative financial instruments that
have been measured at fair value.
The Group’s business activities, together with the factors
likely to affect its future development, performance and
position are set out in the Strategic Report as set out
earlier in these financial statements. The financial position
of the Group, its cash flows and liquidity position are also
set out in the Strategic Report as set out earlier in these
financial statements.
The Group made an operating profit of £24.7m during
2024 (2023: £14.0m) and had net current liabilities of
£21.4m as at 31 December 2024 (31 December 2023:
£21.4m) and equity attributable to owners of the Group of
£73.7m (31 December 2023: £70.2m).
Going concern
The Directors have assessed the Group’s financial
prospects until 31 December 2026, considering the
current operating environment, and impact of the ongoing
geopolitical and macroeconomic uncertainties. The
Directors’ assessment includes a review of the approved
Group plan, the principal risks and uncertainties as well
as a review of profitability, cash flows, regulatory capital
requirements and compliance with borrowing covenants
under the Group’s current debt facility.
Sensitivity analysis was conducted, applying severe
but plausible stress tests to key assumptions related to
business volumes, revenue mix, cash position, banking
covenants and regulatory capital adequacy. This included
reduction in business volumes between 15% and 20%
across each business area within the Group. The Group’s
financial modelling shows that the Group should continue
to be cash generative, maintain a surplus on its regulatory
capital requirements and be able to operate within its
current financing arrangements.
After evaluating this information, market and regulatory
data, and leveraging the knowledge and experience of
the Group and its markets, the Directors are comfortable
that the Group will continue to generate positive cash flow,
maintain regulatory capital surpluses, continue operate,
comply with its existing financing arrangement and meet
its liabilities as they fall due over this period. Accordingly,
the Directors continue to adopt the going concern basis
for the preparation of the financial statements.
The impact of climate risk on accounting estimates
In preparing the financial statements, the Directors have
considered the impact of climate change, taking into
account the relevant disclosures in the Strategic Report,
relevant legislation and regulations.
The Group has assessed climate-related risks, covering
both physical risks and transition risks.
Many of the effects arising from climate change will be
longer term in nature with an inherent level of uncertainty
and have limited impact on accounting estimates for the
current period.
Climate change may also have an impact on the carrying
value of goodwill but the potential impact of climate
related risks on the Group’s impairment assessment is
considered sufficiently remote at this point in time and
therefore no sensitivity analysis has been performed.
Changes in accounting policies
New standards, interpretations and amendments
effective for the year ended 31 December 2024
The Group applied a number of standards and
interpretations for the first time in 2024 but these did not
have an impact on the consolidated financial statements of
the Group. The Group has not early adopted any standards,
interpretations or amendments that have been issued but
are not yet effective.
Future new standards and interpretations
A number of new standards and amendments will be
effective for future annual and interim periods, and
therefore have not been applied in preparing these
consolidated financial statements. At the date of
authorisation of these financial statements, the following
standards and interpretations, which have not been applied
in these financial statements, were in issue but not yet
effective:
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
for the year ended 31 December 2024
105
Governance
Financial Statements
Strategic Report
IFRS S1 - General Requirements for Disclosure of
Sustainability-related Financial Information
IFRS S2 - Climate-related Disclosures
IFRS S1 and IFRS S2 are not expected to have a material
impact on the results of the Group other than to expand on
climate related disclosures within the financial statements.
It is anticipated that transition reliefs for comparative
information prior to the first year of adoption will be
utilised. At the time of preparing the most recent full year
consolidated financial statements, a decision on the UK
adoption of the IFRS Sustainability Standards hasn’t been
made and any decision on a date to adopt with a decision
now been delayed to later on in 2025. We have decided
not to voluntarily apply these standards within these
financial statements.
IFRS 18 - Presentation and disclosure in financial
statements
Management have not undertaken a detailed assessment
of the impact of IFRS 18. Changes are only expected to
impact the presentation and disclosure certain items within
the consolidated financial statements.
IFRS 9 Financial Instruments and IFRS 7 Financial
Instruments: Disclosures
Management have not undertaken a detailed assessment
of the impact of the issued Amendments to the
Classification and Measurement of Financial Instruments
which amended IFRS 9 Financial Instruments and IFRS 7
Financial Instruments: Disclosures. Changes are only
expected to impact the presentation and disclosure of
certain items within the consolidated financial statements.
Current vs non-current classification
The Group presents assets and liabilities in the
consolidated statement of financial position based on
current/non-current classification. An asset is current when
it is:
•
Expected to be realised or intended to be sold or
consumed in the normal operating cycle.
•
Held primarily for the purpose of trading.
•
Expected to be realised within twelve months after the
reporting date.
All other assets are classified as non-current.
A liability is non-current when the Company has the right
to defer settlement for at least 12 months after the end
of the reporting date. All other liabilities are classified as
current.
Due to their short-term nature, the carrying value of
cash and cash equivalents, trade and other receivables
approximates their fair value.
Basis of consolidation
Subsidiaries
Where the Company has control over an investee, it
is classified as a subsidiary. The Company controls an
investee if all three of the following elements are present:
power over the investee, exposure to variable returns from
the investee and the ability of the investor to use its power
to affect those variable returns. Control is reassessed
whenever facts and circumstances indicate that there may
be a change in any of these elements of control.
The consolidated financial statements present the results
of the Company and its subsidiaries as if they formed a
single entity. Intercompany transactions and balances
between Group companies are therefore eliminated in full.
The consolidated financial statements incorporate the
results of business combinations using the acquisition
method. In the consolidated statement of financial position,
the acquiree’s identifiable assets, liabilities and contingent
liabilities are initially recognised at their fair values at the
acquisition date. The results of acquired operations are
included in the consolidated statement of comprehensive
income from the date on which control is obtained. They
are deconsolidated from the date on which control ceases.
Non-controlling interests
The Group recognises non-controlling interests in an
acquired entity either at fair value or at the non-controlling
interest’s proportionate share of the acquired entity’s net
identifiable assets. This decision is made on an acquisition-
by-acquisition basis. For the non-controlling interests
in First Mortgage Direct Limited, Project Finland Topco
Limited, Vita Financial Limited and Aux Group Limited, the
Group elected to recognise the non-controlling interests
at its proportionate share of the acquired net identifiable
assets and will be derecognised if the entity become a
100% owned subsidiary of the Group. There are no other
non-controlling interests. See note 1 for the Group’s
accounting policies for business combinations.
Associates
Where the Group has the power to participate in, but not
control the financial and operating policy decisions of
another entity, it is classified as an associate where the
Group holds between 20% and 49% of the voting rights or if
evidence of significant influence can be clearly demonstrated.
The Group regularly reassesses the circumstances of each
associate to confirm that the treatment the classification
as an associate remains appropriate. Associates are initially
recognised in the consolidated statement of financial position
at cost. Subsequently, associates are accounted for using the
equity method, where the Group’s share of post acquisition
profits and losses and other comprehensive income is
recognised in the consolidated statement of comprehensive
income (except for losses in excess of the Group’s investment
in the associate unless there is an obligation to make good
those losses).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
106
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Accounting policies for equity-accounted investees have
been adjusted to conform the accounting policies of the
associate to the Group’s accounting policies. Profits and
losses arising on transactions between the Group and its
associates are recognised only to the extent of unrelated
investors’ interests in the associate. The investor’s share
in the associate’s profits and losses resulting from these
transactions is eliminated against the carrying value of the
associate.
Any premium paid for an associate above the fair value of
the Group’s share of the identifiable assets, liabilities and
contingent liabilities acquired is capitalised and included
in the carrying amount of the associate. Where there is
objective evidence that the investment in an associate has
been impaired the carrying amount of the investment is
tested for impairment. More information on the assessment
of impairment in associates is included in note 2.
Property, plant and equipment
Items of property, plant and equipment are initially
recognised at cost. As well as the purchase price, cost
includes directly attributable costs.
Depreciation is provided on all items of property, plant
and equipment, except freehold land at rates calculated to
write off the cost of each asset on a straight-line basis over
their expected useful lives, as follows:
Freehold land
not depreciated
Freehold buildings
36 years
Fixtures and fittings
5 or 10 years
Computer equipment
3 years
Gains and losses on disposal are determined by comparing
the proceeds with the carrying amount and are recognised
in the consolidated statement of comprehensive income.
The Directors reassess the estimated residual values and
useful economic lives of the assets at least annually.
Other intangible assets
Intangible assets other than goodwill acquired by the
Group comprise licences, the website software, acquired
technology, customer and member relationships, lender
and introducer relationships and trademarks and brands
and are stated at cost less accumulated amortisation and
impairment losses.
Software development can include both third party
costs and internal staff costs. Software development is
only capitalised once development of the intangible has
commenced, where technical feasibility of the project has
been confirmed, and where it is probable the asset will
generate future economic benefits. All costs prior to this are
expensed in the period. Software development assets that
are not in use are tested for impairment on an annual basis.
Amortisation is charged to the consolidated statement of
comprehensive income on a straight-line basis over the
period of the licence agreements or expected useful life of
the asset and is charged once the asset is available for use.
The Group reviews the expected useful lives of assets with
a finite life at least annually.
Amortisation, which is reviewed annually, is provided on
intangible assets to write off the cost of each asset on a
straight-line basis over its expected useful life as follows:
Licenses
6 years
Website
3 years
Software development
3 years
Acquired technology
10 years
Customer relationships
5 to 9 years
Trademarks and brands
3 to 11 years
Lender and introducer relationships
14 years
Member relationships
3 years
Impairment of non-financial assets
Impairment tests on goodwill and other intangible
assets with indefinite useful economic lives are undertaken
annually at the financial year end or whenever events
or changes in circumstances indicate that their carrying
amount may not be recoverable. Other intangible assets
are tested for impairment whenever events or changes
in circumstances indicate that the carrying amount may
not be recoverable. Where the carrying value of the asset
exceeds its recoverable amount (i.e. the higher of value in
use and fair value less costs to sell), the asset is written
down accordingly.
Where it is not possible to estimate the recoverable
amount of an individual asset, the impairment test is
carried out on the smallest group of assets to which it
belongs for which there are separately identifiable cash
flows, its cash generating units (“CGUs”).
Goodwill is allocated on initial recognition to each of
the Group’s CGUs that are expected to benefit from the
synergies of the combination giving rise to the goodwill.
Impairment charges are included in consolidated
statement of comprehensive income except to the extent
that they reverse gains previously recognised in other
comprehensive income. An impairment loss for goodwill is
not reversed.
Financial assets
In the consolidated statement of financial position, the
Group classifies its financial assets at amortised cost only if
both of the following criteria are met:
•
the asset is held within a business model whose
objective is to collect the contractual cash flows; and
•
the contractual terms give rise to cash flows that are
solely payments of principal and interest.
All other financial assets are classified as fair value through
profit or loss.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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Loans and trade receivables
Loans and trade receivables are non-derivative financial
assets with fixed or determinable payments which arise
principally through the Group’s trading activities, and these
assets arise principally to collect contractual cash flows
and the contractual cash flows are solely payments of
principal and interest. They are initially recognised at fair
value plus transaction costs that are directly attributable
to their acquisition or issue, and are subsequently carried
at amortised cost using the effective interest rate method,
less provision for impairment.
Impairment provisions for trade receivables are recognised
based on the simplified approach within IFRS 9 using the
lifetime expected credit losses. During this process the
probability of the non-payment of the trade receivables
is assessed on an individual receivable balance. This
probability is then multiplied by the amount of the
expected loss arising from default to determine the lifetime
expected credit loss for the trade receivables. For trade
receivables, which are reported net, such provisions are
recorded in a separate provision account with the loss
being recognised within cost of sales in the consolidated
statement of comprehensive income. On confirmation
that the trade receivable will not be collectable, the gross
carrying value of the asset is written off against the
associated provision.
Impairment provisions for loans to associates and other
parties are recognised based on a forward-looking
expected credit loss model. The methodology used
to determine the amount of the provision 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. For those for which credit risk has increased
significantly, lifetime expected credit losses along with
the gross interest income are recognised. For those that
are determined to be credit impaired, lifetime expected
credit losses along with interest income on a net basis are
recognised.
Derivative financial instruments
Derivative financial instruments comprise option contracts
to acquire additional ordinary share capital of associates
of the Group. Derivative financial instruments are carried
at fair value, with gains and losses arising from changes in
fair value taken directly to the statement of comprehensive
income. Fair values of derivatives are determined using
valuation techniques, including option pricing models.
Financial liabilities
Trade and other payables are recognised initially at fair
value and subsequently carried at amortised cost.
Loans and other borrowings
Loans and other borrowings comprise the Group’s bank
loans including any bank overdrafts. Loans and other
borrowings are recognised initially at fair value net of
any directly attributable transaction costs. After initial
recognition, loans and other borrowings are subsequently
carried at amortised cost using the effective interest rate
method.
Leases
The Group leases a number of properties from which
it operates and office equipment. Rental contracts are
typically made for fixed periods of five to ten years, with
break clauses negotiated for some of the properties.
Contracts may contain both lease and non-lease
components. The Group allocates the consideration in the
contract to the lease and non-lease components based on
their relative stand-alone prices.
Payments associated with short-term leases and leases
of low value assets will continue to be recognised on
a straight-line basis as an expense in the statement of
comprehensive income.
Assets and liabilities arising from a lease are initially
measured on a present value basis. Lease liabilities include
the net present value of the following lease payments:
•
fixed payments (including in-substance fixed
payments), less any lease incentives receivable;
•
variable lease payments that are based on an index or a
rate, initially measured using the index or rate as at the
commencement date; and
•
payments of penalties for terminating the lease, if the
lease term reflects the Group exercising that option.
Lease payments to be made under reasonably certain
extension options are also included in the measurement
of the liability. The lease payments are discounted using
the interest rate implicit in the lease. If that rate cannot be
readily determined, which is generally the case for leases in
the Group, the Group’s incremental borrowing rate is used,
being the rate that the Group would have to pay to borrow
the funds necessary to obtain an asset of similar value to
the right of use asset in a similar economic environment
with similar terms, security and conditions.
To determine the incremental borrowing rate, the Group:
•
where possible, uses recent third-party financing
received by the individual lessee as a starting point,
adjusted to reflect changes
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
in financing conditions since third party financing was
received;
•
where it does not have recent third-party financing, the
Group uses a build-up approach that starts with a risk-
free interest rate adjusted for credit risk for leases held
by the Group; and
•
makes adjustments specific to the lease, e.g. term,
country and security.
Right of use assets are measured at cost comprising the
following:
•
the amount of the initial measurement of lease liability,
•
any lease payments made at or before the
commencement date less any lease incentives received,
and
•
any initial direct costs.
Right of use assets are depreciated over the shorter of the
asset’s useful life and the lease term on a straight-line basis.
The Group does not revalue its land and buildings that are
presented within property, plant and equipment, and has
chosen not to do so for the right of use buildings held by the
Group.
Variable lease payments
When the Group is exposed to potential future increases
in variable lease payments based on an index or rate, they
are not included in the lease liability until they take effect.
When adjustments to lease payments based on an index
or rate take effect, the lease liability is reassessed and
adjusted against the right of use asset.
Extension and termination options
Termination options are included in a number of the leases
across the Group. These are used to maximise operational
flexibility in terms of managing the assets used in the Group’s
operations. The majority of termination options held are
exercisable only by the Group and not by the respective lessor.
In determining the lease term, management considers all
facts and circumstances that create an economic incentive
to exercise an extension option, or not exercise a termination
option. Extension options (or periods after termination
options) are only included in the lease term if the lease is
reasonably certain to be extended (or not terminated).
Remeasurement
The Group will remeasure a lease when there has been
a contractual variation that amends the scope or length
of the lease or in cases where there is a change in the
Group’s intention to exercise a break option or clause that
exists in the contract. The lease liability will be remeasured
using the new interest rate implicit in the lease or a revised
incremental borrowing rate if the interest rate implicit in
the lease isn’t readily determined.
When the lease liability is remeasured, an equivalent
adjustment is made to the right of use asset unless its
carrying amount is reduced to nil, in which case any
remaining amount is recognised within administrative
expenses within the consolidated statement of
comprehensive income.
Business combinations and goodwill
Business combinations are accounted for using the
acquisition method. The cost of an acquisition is measured
as the aggregate of the consideration transferred, which
is measured at the fair value on acquisition date, and the
amount of any non-controlling interests in the acquiree.
For each business combination, the Group elects whether
to measure the noncontrolling interests in the acquiree at
fair value or at the proportionate share of the acquiree’s
identifiable net assets. Acquisition-related costs are
expensed as incurred.
When the Group acquires a business, it assesses the financial
assets and liabilities assumed for appropriate classification
and designation in accordance with the contractual terms,
economic circumstances and pertinent conditions as at the
acquisition date. This includes the separation of embedded
derivatives in host contracts by the acquiree.
Any contingent consideration to be transferred by the
acquirer will be recognised at fair value at the acquisition
date. Contingent consideration classified as equity is not
remeasured and its subsequent settlement is accounted
for within equity. Contingent consideration classified as a
liability that is a financial instrument and within the scope
of IFRS 9 Financial Instruments, is measured at fair value
with the changes in fair value recognised in the statement
of profit or loss in accordance with IFRS 9. Other
contingent consideration that is not within the scope of
IFRS 9 is measured at fair value at each reporting date with
changes in fair value recognised in profit or loss.
Goodwill is initially measured at cost (being the excess
of the aggregate of the consideration transferred and
the amount recognised for non-controlling interests and
any previous interest held over the net identifiable assets
acquired and liabilities assumed). If the fair value of the net
assets acquired is in excess of the aggregate consideration
transferred, the Group re-assesses whether it has correctly
identified all of the assets acquired and all of the liabilities
assumed and reviews the procedures used to measure
the amounts to be recognised at the acquisition date. If
the reassessment still results in an excess of the fair value
of net assets acquired over the aggregate consideration
transferred, then the gain is recognised in the consolidated
statement of comprehensive income.
After initial recognition, goodwill is measured at cost less
any accumulated impairment losses. For the purpose of
assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash inflows
which are largely independent of the cash inflows from
other assets or groups of assets (cash-generating units).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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Goodwill is capitalised as an intangible asset with any
impairment in carrying value being charged to the
consolidated statement of comprehensive income. Where
the fair value of identifiable assets, liabilities and contingent
liabilities exceed the fair value of consideration paid, the
excess is credited in full to the consolidated statement of
comprehensive income on the acquisition date.
Where goodwill has been allocated to the Group’s
cash-generating units and part of the operation within
the unit is disposed of, the goodwill associated with the
disposed operation is included in the carrying amount of the
operation when determining the gain or loss on disposal.
Goodwill disposed in these circumstances is measured
based on the relative values of the disposed operation and
the portion of the cash generating unit retained.
If the business combination is achieved in stages, the
acquisition date carrying value of the acquirer’s previously
held equity interest in the acquiree is remeasured to fair
value at the subsequent acquisition date. Any gains or
losses arising from such remeasurement are recognised in
profit or loss.
Where a business combination is for less than the entire
issued share capital of the acquiree and there is an option
for the acquirer to purchase the remainder of the issued
share capital of the business and/or for the vendor to sell
the rest of the entire issued share capital of the business
to the acquirer, then the acquirer will assess whether
a non-controlling interest exists and also whether the
instrument(s) fall within the scope of IFRS 9 Financial
Instruments and is/are measured at fair value with the
changes in fair value recognised in the statement of profit
or loss in accordance with IFRS 9.
Options that are not within the scope of IFRS 9 and are
linked to service will be accounted for under IAS 19 Employee
Benefits and/or IFRS 2 Share-based Payments as appropriate.
IFRS 3 prohibits the recognition of contingent assets
acquired in a business combination. No contingent assets
are recognised by the Group in business combinations
even if it is virtually certain that they will become
unconditional or non-contingent.
Provisions
A provision is recognised in the statement of
financial position when the Group has a present legal or
constructive obligation as a result of a past event, and it
is probable that an outflow of economic benefits will be
required to settle the obligation.
Share capital
Financial instruments issued by the Group are treated
as equity only to the extent that they do not meet the
definition of a financial liability. The Company’s ordinary
shares are classified as equity instruments. Incremental
costs directly attributable to the issue of new shares are
shown in share premium as a deduction from the proceeds.
Revenue
The Group recognises revenue from the following main
sources:
•
Mortgage procuration fees paid to the Group by
lenders either via the L&G Mortgage Club or directly.
•
Insurance commissions from advised sales of
protection and general insurance policies.
•
Client fees paid by the underlying customer for the
provision of advice on mortgages, other loans and
protection.
•
Other Income comprising income from services
provided to directly authorised entities, fees in relation
to Later Life Lending and Wealth and ancillary services
such as conveyancing and surveying.
Mortgage procuration fees, insurance commissions and
client fees are included at the amounts received by the
Group in respect of all services provided. The Group
operates a revenue share model with its trading partners
and therefore commissions are paid in line with the Group
revenue recognition policy and are included in cost of
sales.
Mortgage procuration fees are recognised at a point in
time when commission is approved for payment by the
L&G Mortgage Club or direct from the lender, which is the
point at which all performance obligations have been met
as a contract has been arranged by a broker between the
lender and the customer.
Insurance commissions are recognised at a point in time
when a policy is agreed upon and accepted by both the
customer and the insurer. Life insurance commissions
are typically paid on an indemnity basis, spread over
a four-year period. If a policy is cancelled within this
indemnity period, a portion of the commission received will
be subject to repayment to the provider.
A clawback liability is recognised for the expected level
of commissions repayable with the liability movement
recognised as an offset against revenue recognised in
the period. More information on the clawback liability is
included in note 2.1(b).
Client fees and Other income are recognised at a point
in time when payment is received or when receipt is
guaranteed. This ensures recognition only when it is certain
that the performance obligation has been satisfied.
Taxation
Income tax comprises current and deferred tax. Income
tax is recognised in the consolidated statement of
comprehensive income.
Other than if it relates to items recognised directly in
equity in which case it is also recognised directly in equity.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Current tax is the expected tax payable on the
taxable income for the year using tax rates enacted
or substantively enacted by the statement of financial
position date and any adjustment to tax payable in respect
of previous years.
Deferred tax is provided using the liability method on
temporary differences between the tax bases of assets and
liabilities and their carrying amounts for financial reporting
purposes at the reporting date.
Deferred tax assets and liabilities are recognised for all
taxable temporary differences, except for when:
•
The difference arises from the initial recognition of
goodwill or an asset or liability in a transaction that
is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor
taxable profit or loss.
•
In respect of deductible temporary differences
associated with investments in subsidiaries, associates
and interests in joint arrangements, deferred tax assets
are recognised only to the extent that it is probable
that the temporary differences will reverse in the
foreseeable future and taxable profit will be available
against which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at
each reporting date and reduced to the extent that it is no
longer probable that enough taxable profit will be available
to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that it has
become probable that future taxable profits will allow the
deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax
rates that are expected to apply in the year when the asset
is realised or the liability is settled, based on tax rates (and
tax laws) that have been enacted or substantively enacted
at the reporting date.
Deferred tax relating to items recognised outside profit or
loss is recognised outside profit or loss. Deferred tax items
are recognised in correlation to the underlying transaction
either in OCI or directly in equity.
Tax benefits acquired as part of a business combination,
but not satisfying the criteria for separate recognition at
that date, are recognised subsequently if new information
about facts and circumstances change. The adjustment
is either treated as a reduction in goodwill (as long as it
does not exceed goodwill) if it was incurred during the
measurement period or recognised in profit or loss.
Deferred tax assets and liabilities are offset when the Group
has a legally enforceable right to offset current tax assets
and liabilities and the deferred tax assets and liabilities relate
to taxes levied by the same tax authority on either:
•
the same taxable Group company; or
•
different company entities which intend either to
settle current tax assets and liabilities on a net
basis, or to realise the assets and settle the liabilities
simultaneously, in each future period in which
significant amounts of deferred tax assets and
liabilities are expected to be settled or recovered.
Segment reporting
An operating segment is a distinguishable segment of an
entity that engages in business activities from which it may
earn revenues and incur expenses and whose operating
results are reviewed regularly by the entity’s Chief
Operating Decision Maker (CODM). The Board reviews
the Group’s operations and financial position as a whole
and therefore considers that it has only one operating
segment, being the provision of financial services operating
solely within the UK. The information presented to the
CODM directly reflects that presented in the financial
statements and they review the performance of the Group
by reference to the results of the operating segment
against budget.
Operating profit is the profit measure, as disclosed on
the face of the consolidated statement of comprehensive
income, that is reviewed by the CODM.
During the period to 31 December 2024, there have been
no changes from the prior year in the measurement
methods used to determine operating segments and
reported segment profit or loss.
Dividends
Dividends are recognised when they become legally
payable. In the case of interim dividends to equity
shareholders, this is when they are paid. In the case of
final dividends, this is when they are approved by the
shareholders.
Share-based payments
(a) Equity -settled transactions
Where equity-settled share options are awarded to
employees, the fair value of the options at the date of
grant is charged to the statement of comprehensive
income over the vesting period. Non-market vesting
conditions are taken into account by adjusting the number
of equity instruments expected to vest at each reporting
date so that, ultimately, the cumulative amount recognised
over the vesting period is based on the number of options
that eventually vest. Non-vesting conditions and market
vesting conditions are factored into the fair value of the
options granted. As long as all other vesting conditions
are satisfied, a charge is made irrespective of whether the
market vesting conditions are satisfied. The cumulative
expense is not adjusted for failure to achieve a market
vesting condition or where a non-vesting condition has
been satisfied.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options,
measured immediately before and after the modification, is also charged to the statement of comprehensive income over
the remaining vesting period.
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options,
measured immediately before and after the modification, is also charged to the statement of comprehensive income over
the remaining vesting period.
(b) Acquisition related Cash-settled transactions
A liability is recognised for the fair value of cash-settled transactions. The fair value is measured initially at the date of the
grant and is subsequently remeasured at each reporting date up to and including the settlement date. The fair value is
expensed over the period until the vesting date with a corresponding increase in liabilities. The fair value is determined
using a discounted net present value model, with estimates over service and performance conditions updated to reflect
management’s best estimate of the awards expected to vest at each reporting date.
2 Accounting estimates and judgements
2.1 Critical accounting estimates and judgements
The preparation of the financial statements requires estimates and assumptions to be made that affect the reported
values of assets, liabilities, revenues and expenses. Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised and in any future years
affected. In applying the Group’s accounting policies described above, the directors have identified that the following
areas are the key estimates that have a significant risk of resulting in a material adjustment to the carrying value of assets
and liabilities in the next financial year.
(a) Fair value of put and call options in connection with acquisitions
When the Group makes an acquisition of less than 100% of the entire issued share capital of an entity, in certain cases
it has entered into a put and call option agreement to acquire the remaining share capital of that entity after a certain
amount of time. The fair value of the put and call option will need to be determined in accounting for the instrument
which involves certain estimates regarding the future financial performance of the entity, including EBITDA or profit
before tax. The fair value of the options are recognised as either a Redemption Liability (see Note 5) or within accruals
(see Note 18).
The carrying value of the liabilities relating to acquisition options, recorded within Note 18 under accruals, are as follows:
2024
2023
IAS19 Service
Charge Accrual
£’000
IFRS2 Option
Charge Accrual
£’000
IAS19 Service
Charge Accrual
£’000
IFRS2 Option
Charge Accrual
£’000
First Mortgage Direct Ltd
–
–
1,925
–
Project Finland Topco Ltd
–
1,055
–
441
Aux Group Ltd
–
289
–
138
Total
–
1,344
1,925
579
Where amounts payable on exercise of the option are contingent upon continued employment, it is treated as
remuneration accounted for under IFRS2 or IAS19. Any non-contingent element is treated as consideration and accounted
for under IAS 32.
The sensitivity of the fair values to changes in the key assumptions are as follows:
Assumption
Base assumption
Change in base
assumption
Increase in
liability
£m
Relevant financial performance metric - IFRS 2 option accrual
Various
+20.0% (proportionate)
0.7
Relevant financial performance metric - Redemption liability
Various
+20.0% (proportionate)
0.8
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(b) Clawback liability
The liability relates to the estimated value and timing of
repaying commission received up front on protection
policies that may lapse in a period of up to four years
following inception. The liability balance is calculated
using a model that has been developed over several years.
The model uses a number of factors including the total
‘unearned’ commission (i.e. that could still be subject to
clawback) at the point of calculation, the age profile of
the commission received, estimates of future lapse rates,
and the success of the Appointed Representatives in
preventing lapses and/or generating new income at the
point of a lapse.
The key uncertainties in the calculation are driven by lapse
rates and recovery rates. A 0.5% change (absolute) in lapse
rates causes a £0.4m change in the liability. A 2% change
(absolute) in the recoveries rate causes a £0.3m change in
the liability. More information is included in note 21.
(c) Impairment of Goodwill
For the purposes of impairment testing Goodwill is
grouped at the lowest levels for which there are separately
identifiable cash inflows which are largely independent
of the cash inflows from other assets or groups of assets
(cash-generating units) with impairment test undertaken at
least annually at the financial year end or whenever events
or changes in circumstances indicate that their carrying
amount may not be recoverable. Other intangible assets
are tested for impairment whenever events or changes in
circumstances indicate that the carrying amount may not
be recoverable. The recoverable amount of the assets is the
higher of an asset’s or CGU’s fair value less cost of disposal
and its value in use.
Value in use calculations are utilised to calculate
recoverable amounts of a CGU. Value in use is calculated as
the net present value of the projected pre-tax cash flows
of the CGU in which the relationships, technology and
brand is contained. The net present value of cash flows is
calculated by applying a pre-tax discount rate that reflects
current market assessments of the time value of money
and the risks specific to that asset.
The key assumptions used in respect of value in use
calculations are those regarding growth rates and
anticipated changes to revenues and expenses during the
period covered by the calculations. Changes to revenue
and expenses are based upon management’s expectation
and actual outcomes may vary. Forecast cash flows are
derived from the Group’s forecast model, extrapolated for
future years, and assume a terminal growth rate of 2.5%
(2023: 3.5%), which management considers reasonable
given the Group’s historic growth rates and its market
share growth model.
The Group is required to test, on an annual basis, whether
goodwill has suffered any impairment. The recoverable
amount is determined based on value in use calculations.
The use of this method requires the estimation of future
cash flows and the choice of a discount rate in order
to calculate the present value of the cash flows. Actual
outcomes may vary. More information including carrying
values is included in note 14.
2.2 Other Accounting Estimates and Judgements
The preparation of the financial statements requires
estimates and assumptions to be made that affect
the reported values of assets, liabilities, revenues and
expenses. Estimates and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the year in which the
estimate is revised and in any future years affected. In
applying the Group’s accounting policies described above,
the directors have identified that the following areas that
are deemed as significant to the understanding of the
financial statements but are not materially subjective to
management assumptions.
(a) Impairment of other intangibles
For the purposes of impairment testing other intangible
assets are grouped at the lowest levels for which there
are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets or
groups of assets (cash-generating units). Other intangible
assets are tested for impairment whenever events or
changes in circumstances indicate that the carrying
amount may not be recoverable. The recoverable amount
of the assets is the higher of an asset’s or CGU’s fair value
less cost of disposal and its value in use.
Value in use calculations are utilised to calculate
recoverable amounts of a CGU. Value in use is calculated as
the net present value of the projected pre-tax cash flows
of the CGU in which the relationships, technology and
brand is contained. The net present value of cash flows is
calculated by applying a pre-tax discount rate that reflects
current market assessments of the time value of money
and the risks specific to that asset. The use of this method
requires the estimation of future cash flows and the choice
of a discount rate in order to calculate the present value of
the cash flows with the actual outcomes likely to vary.
The key assumptions used in respect of value in use
calculations are those regarding growth rates and
anticipated changes to revenues and expenses during the
period covered by the calculations. Changes to revenue
and expenses are based upon management’s expectation
and actual outcomes may vary. Forecast cash flows are
derived from the Group’s forecast model, extrapolated for
future years, and assume a terminal growth rate of 2.5%
(2023: 3.5%), which management considers reasonable
given the Group’s historic growth rates and its market
share growth model.
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(b) Investments in associates
The Group is required to consider whether any investments
in associates have suffered any impairment.
The Group uses two methods to test for impairment:
•
Net Present Value of the next 5 year’s projected free
cash flow and terminal value; and
•
Valuation of business on a multiple basis.
The use of both methods requires the estimation of future
cash flows, future profit before tax and choice of discount
rate. Actual outcomes may vary. Where the carrying
amount in the consolidated statement of financial position
is in excess of the estimated value, the Group will make
an impairment charge against the investment value and
charge this amount to the consolidated statement of
comprehensive income under impairment and amount
written off associates.
(c) Share options and Deferred Tax
Under the Group’s equity-settled share-based
remuneration schemes (see note 27), estimates are made
in assessing the fair value of options granted. The fair
value is spread over the vesting period in accordance with
IFRS 2. The Group engages an external expert in assessing
fair value, both Black-Scholes and Stochastic models are
used, and estimates are made as to the Group’s expected
dividend yield and the expected volatility of the Group’s
share price.
Deferred tax assets include temporary timing differences
related to the issue and exercise of share options.
Recognition of the deferred tax assets assigns an
estimate of the proportion of options likely to vest and an
estimate of share price at vesting. The carrying amount
of deferred tax assets relating to share options as at
31 December 2024 was £0.9m (2023: £1.4m). This has been
presented net of other Group deferred tax liabilities in the
consolidated statement of financial position.
3. Revenue
The Group operates in one segment being that of the provision of financial services in the UK. Revenue is derived as
follows:
2024
£’000
2023
£’000
Mortgage procuration fees
105,760
98,033
Protection and general insurance commission
104,737
93,144
Client fees
51,180
43,325
Other income
4,860
5,031
266,537
239,533
4. Cost of sales
Costs of sales are as follows:
2024
£’000
2023
£’000
Commissions paid
145,668
130,934
Fluent affinity partner payments
15,466
14,481
Movement in provision for impairment of trade receivables
(118)
(22)
Other cost of sales
1,298
1,214
Wages and salary costs
22,322
22,764
184,636
169,371
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
114
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
5. Acquisition related costs, acquisition of non-controlling interests and redemption
liability
First Mortgage Direct Limited (First Mortgage)
Put and call option
On 29 May 2024 Mortgage Advice Bureau Limited exercised its option to purchase the remaining 20% stake in First
Mortgage for £9.3m. This was funded through £2.3m of cash consideration and a £7.0m equity share issue by the parent
entity, Mortgage Advice Bureau (Holdings) plc. The £7.0m equity share issue resulted in clearing £2.7m of accumulated
non-controlling interest, a reduction in retained earning of £1.7m and a transfer of £2.5m from the share option reserve.
The option was accounted for under IAS 19 Employee Benefits and IFRS 2 Share-based Payments due to its link to the
service of First Mortgage’s Managing Director.
The costs relating to this acquisition for the period are made up as follows:
2024
£’000
2023
£’000
Amortisation of acquired intangible assets
367
367
Option costs (IAS 19)
412
448
Option costs (IFRS 2)
512
409
Acquisition related costs
47
–
Total costs
1,338
1,224
The Fluent Money Group Limited (Fluent)
Deferred payments to non controlling interests
On 19 December 2023, Mortgage Advice Bureau Ltd acquired 8.1% of the ordinary share capital of Project Finland Topco
Limited for £1,991,616 taking its shareholding to 84.3%. Half of the payment was made in 2023 and a further £498,000 was
paid in December 2024. £249,000 has been included within cash flows used in operating activities and £249,000 as cash
flows used in financing activities. The remaining deferred consideration of £498,000 is expected to be paid in December
2025 and is included in accruals within trade and other payables.
Put and call options
There is a put and call option over the remaining 15.7% of the issued share capital of Fluent which has been accounted
for under IAS 32 Financial Instruments and IFRS 2 Share-based Payments, as respectively a proportion is treated as
consideration under IAS 32, with the balance treated as remuneration under IFRS 2, because the amount payable
on exercise of the option consists of a non- contingent element, and an element that is contingent upon continued
employment of the option holders within the Group. The proportion accounted for under IAS 32 has been recognised as a
redemption liability. There is also a put and call option over certain growth shares that have been issued to Fluent’s wider
management team that has been accounted for under IFRS 2 Share-based Payments as exercise is solely contingent upon
continued employment.
The costs relating to this acquisition for the period are made up as follow:
2024
£’000
2023
£’000
Amortisation of acquired intangible assets
4,399
4,399
Option costs (IFRS 2)
1,657
3,289
Redemption liability remeasurement (IAS 32)
569
(4,649)
Unwinding of redemption liability
539
1,123
Acquisition related costs
42
159
Total costs
7,206
4,321
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
115
Governance
Financial Statements
Strategic Report
Vita Financial Limited (Vita)
The costs relating to this acquisition for the period are made up as follow:
2024
£’000
2023
£’000
Amortisation of acquired intangible assets
65
65
Acquisition related costs
–
–
Total costs
65
65
Aux Group Limited (Auxilium)
Put and call options
There is a put and call option over the remaining 25% of the issued share capital of Auxilium which has been accounted
for under IAS 32 Financial Instruments and IFRS 2 Share-based Payments, as respectively a proportion is treated as
consideration under IAS 32, with the balance treated as remuneration under IFRS 2 because the amount payable
on exercise of the option consists of a non- contingent element, and an element that is contingent upon continued
employment of the option holder within the Group. The proportion accounted for under IAS 32 has been recognised as a
redemption liability.
The costs relating to this acquisition for the period are made up as follow:
2024
£’000
2023
£’000
Amortisation of acquired intangible assets
329
329
Option costs (IFRS 2)
151
131
Redemption liability remeasurement (IAS 32)
(18)
163
Unwinding of redemption liability
87
60
Acquisition related costs
–
–
Total costs
549
683
Redemption liability
At 31 December 2024, the expected cash flows relating to the redemption liability were remeasured resulting in a loss of
£0.6m included within the consolidated statement of comprehensive income. £0.6m has been included within finance
expenses relating to the unwinding of the redemption liability from the end of the prior year.
31 December 2024
31 December 2023
Carrying value of
redemption liability
Fluent
£’000
Auxilium
£’000
Total
£’000
Fluent
£’000
Auxilium
£’000
Total
£’000
Balance as at 1 January
2,402
391
2,793
7,018
168
7,186
Purchase of additional
non-controlling interest in Fluent
–
–
–
(1,090)
–
(1,090)
Loss/(Gain) on remeasurement
569
(18)
551
(4,649)
163
(4,486)
Unwinding of redemption liability
539
87
626
1,123
60
1,183
Balance as at 31 December
3,510
460
3,970
2,402
391
2,793
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
116
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Total acquisition costs
The total costs relating to the four acquisitions above that are included in the consolidated statement of comprehensive
income are as follows:
2024
£’000
2023
£’000
Amortisation of acquired intangible assets
5,160
5,160
Option costs (IFRS 2 and IAS 19)
2,732
4,277
Acquisition related costs
89
159
Loss/(Gain) on remeasurement of redemption liability
551
(4,486)
Unwinding of redemption liability
626
1,183
Total costs
9,158
6,293
Total cashflows relating to purchases of non-controlling interests
The total amounts included in the consolidated statement of cash flows relating to the purchase of non-controlling
interests are as follows:
2024
£’000
2023
£’000
First Mortgage - exercise of option (operating activities)
2,336
–
Fluent - deferred consideration (operating activities)
249
592
Fluent - deferred consideration (financing activities)
249
593
Total Cashflows
2,834
1,185
6. Operating profit
Operating profit is stated after the following items:
Note
2024
£’000
2023
£’000
Depreciation of property, plant and equipment
12
1,133
1,225
Depreciation of right of use assets
13
718
857
Impairment of right of use assets
13
–
428
Amortisation of acquired intangible assets
5
5,160
5,160
Amortisation of other intangible assets
14
547
310
Costs related to acquisition options
5
2,732
4,277
Cost related to acquisitions
5
89
159
Costs related to restructuring
–
539
(Gain)/Loss of fair value measurement of derivative financial instruments
15
(21)
190
Profits from associates are disclosed as part of the operating profit as this is the operational nature of the Group.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
117
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Financial Statements
Strategic Report
2024
£’000
2023
£’000
Auditor remuneration:
Fees payable to the Group's auditor for the audit of the Group's financial statements
820
571
Fees payable to the Group's auditor and its associates for other services:
Audit of the accounts of subsidiaries
121
66
Audit-related assurance services
145
133
7. Staff costs
Staff costs, including executive and non-executive Directors’ remuneration, are as follows:
2024
£’000
2023
£’000
Wages and salaries
46,434
43,186
Share-based payments (see note 27)
2,552
4,429
Social security costs
5,168
4,627
Defined contribution pension costs
1,426
1,750
Other employee benefits
664
738
Total staff remuneration
56,244
54,730
Capitalised staff costs
1,912
433
Staff costs included in the consolidated statement of comprehensive income
54,332
54,297
Staff costs are included in the consolidated statement of comprehensive income as follows:
2024
£’000
2023
£’000
Cost of sales (see note 4)
22,322
22,764
Administrative expenses
32,010
31,477
54,332
54,241
The average number of people employed by the Group during the year was:
2024
Number
2023
Number
Executive Directors
3
3
Advisers
247
285
Compliance
101
106
Sales and marketing
98
110
Operations
487
497
936
1,001
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
118
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Key management compensation
Key management are those persons having authority and responsibility for planning, directing and controlling the
activities of the Group, which are the Directors of Mortgage Advice Bureau (Holdings) plc.
2024
£’000
2023
£’000
Wages and salaries
2,235
1,387
Share-based payments
(58)
159
Social security costs
335
181
Defined contribution pension costs
14
11
Other employment benefits
6
4
2,632
1,742
During the year retirement benefits were accruing to 3 Directors (2023: 2) in respect of defined contribution pension schemes.
The total amount payable to the highest paid Director in respect of emoluments was £1,015,000 (2023: £858,000).
The value of the Group’s contributions paid to a defined contribution pension scheme in respect of the highest paid
Director amounted to £nil (2023: £nil).
8. Finance income and expense
Finance income
2024
£’000
2023
£’000
Interest income on cash balances
158
51
Interest income on loans to franchises
427
240
585
291
Finance expenses
Interest expense
1,199
1,320
Interest expense on lease liabilities
68
107
1,267
1,427
The interest expense mainly relates to the term loan and revolving credit facility (see note 19).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
119
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Financial Statements
Strategic Report
9. Income tax
The Group calculates the period income tax expense using the tax rate that would be applicable to the expected
total annual earnings. The major components of income tax expense in the consolidated statement of comprehensive
income are:
2024
£’000
2023
£’000
Current tax expense
UK corporation tax charge on profit for the period
6,809
5,434
Total current tax
6,809
5,434
Deferred tax expense
Origination and reversal of timing differences
(48)
(1,766)
Temporary difference on share-based payments
43
51
Effect of changes in tax rates
–
–
Total deferred tax (see note 22)
(5)
(1,715)
Total tax expense
6,804
3,719
The reasons for the difference between the actual charge for the year and the standard rate of corporation tax in the
United Kingdom of 25% (2023: 23.52%) applied to profit for the year is as follows:
2024
£’000
2023
£’000
Profit for the year before tax
22,886
16,178
Expected tax charge based on corporation tax rate
5,722
3,805
Expenses not deductible for tax purposes
145
115
Research & development
43
(48)
Share option differences
713
1,010
Deferred tax balances not previously recognised
192
–
Other differences
6
12
Fair value (gain)/loss on derivative financial instruments
(5)
45
Redemption liability movements
294
(777)
Profits from associates
(329)
(199)
Fixed asset differences
–
(207)
Short term timing differences
–
(22)
Utilisation of brought forward tax losses
23
(22)
Adjustments to prior years
–
7
Total tax expense
6,804
3,719
Options exercised during the period resulted in a current tax credit of £0.01m (2023: £0.1m) recognised directly in equity
relating to the current tax deduction in excess of the cumulative share-based payment expense relating to these options.
For the year ended 31 December 2024 the deferred tax charge relating to unexercised share options recognised in equity
was £0.4m (2023: £0.4m credit).
The standard rate of corporation tax for the period was 25% (2023: 23.52%) and the rate at which deferred tax has been
provided is 25% (2023: 25%)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
120
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
10. Earnings per share
Basic earnings per share are calculated by dividing net profit for the year attributable to ordinary equity holders of the
Company by the weighted average number of ordinary shares outstanding during the period.
Basic earnings per share
2024
2023
Profit for the period attributable to the owners of the parent (£'000)
15,896
13,467
Weighted average number of shares in issue
57,608,464
57,090,793
Basic earnings per share (in pence per share)
27.6
23.6
For diluted earnings per share, the weighted average number of ordinary shares in existence is adjusted to include
potential ordinary shares arising from share options.
Diluted earnings per share
2024
2023
Profit for the period attributable to the owners of the parent (£'000)
15,896
13,467
Weighted average number of shares in issue
57,994,127
57,434,053
Diluted earnings per share (in pence per share)
27.4
23.5
The share data used in the basic and diluted earnings per share computations are as follows:
Weighted average number of ordinary shares
2024
2023
Issued ordinary shares at the start of the year
57,127,034
57,030,995
Effect of shares issued during the period
481,430
59,798
Basic weighted average number of shares
57,608,464
57,090,793
Potential ordinary shares arising from options
385,663
343,260
Diluted weighted average number of shares
57,994,127
57,434,053
The reconciliation between the basic and adjusted figures is as follows:
2024
£’000
2023
£’000
2024
Basic
earnings
pence
2023
Basic
earnings
pence
2024
Diluted
earnings
pence
2023
Diluted
earnings
pence
Profit for the period
15,896
13,467
27.6
23.6
27.4
23.5
Adjustments:
Amortisation of acquired intangible
assets
4,263
3,575
7.4
6.3
7.4
6.2
Costs relating to the First Mortgage,
Fluent and Auxilium options
2,434
3,477
4.2
6.1
4.2
6.1
Costs relating to Fluent and Auxilium
acquisitions
89
159
0.2
0.3
0.2
0.3
Loss on derivative financial
instruments
(21)
190
–
0.3
–
0.3
Restructuring costs
–
412
–
0.7
–
0.7
Remeasurement and unwinding of
redemption liabilities
1,177
(3,303)
2.0
(5.8)
2.0
(5.8)
Tax effect of adjustments
(1,089)
(966)
(1.9)
(1.7)
(2.0)
(1.7)
Adjusted earnings
22,749
17,012
39.5
29.8
39.2
29.6
Software capex spend
(1,406)
–
(2.4)
–
(2.4)
–
Software capex amortisation
128
–
0.2
–
0.2
–
Tax effect of software capex
319
–
0.5
–
0.6
–
Adjusted earnings
(exc. Software capex)
21,791
17,012
37.8
29.8
37.6
29.6
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
121
Governance
Financial Statements
Strategic Report
The tax effect of adjustments used is based on the standard rate of corporation tax in the United Kingdom of 25%
(2023: 23.52%) for any items that are subject to tax.
The adjusted earnings (exc. software capex) removes the impact of the Software Capex spend capitalised during the year.
The Group uses adjusted results as key performance indicators, as the Directors believe that these provide a more
consistent measure of operating performance. Adjusted earnings is therefore stated before one-off acquisition costs
and one-off restructuring costs, ongoing non-cash items relating to the acquisitions of First Mortgage, Fluent and
Auxilium, fair value gains on financial instruments relating to options to increase shareholding in associate businesses and
impairment of loans to related parties, net of tax.
11. Dividends
2024
£’000
2023
£’000
Dividends paid and declared on ordinary shares during the period:
Final dividend for 2023: 14.7p per share (2022: 14.7p)
8,401
8,384
Interim dividend for 2024: 13.4p per share (2023: 13.4p)
7,766
7,654
16,167
16,038
Equity dividends on ordinary shares:
Proposed for approval by shareholders at the AGM:
Final dividend 2024: 14.8p per share (2023: 14.7p)
8,578
8,398
8,578
8,398
The record date for the final dividend is 25 April 2025 and the payment date is 27 May 2025. The ex-dividend date will
be 24 April 2025. The Company statement of changes in equity shows that the Company had positive reserves as at
31 December 2024 of £4.7m. There are sufficient distributable reserves in subsidiary companies to pass up to Mortgage
Advice Bureau (Holdings) plc in order to pay the proposed final dividend. The proposed final dividend for 2024 has not
been provided for in these financial statements, as it has not yet been approved for payment by shareholders.
12. Property, plant and equipment
Freehold land
and buildings
£’000
Fixture &
fittings
£’000
Computer
equipment
£’000
Total
£’000
Cost
As at 1 January 2024
2,536
4,161
1,650
8,347
Additions
–
100
281
381
Disposals
–
–
(172)
(172)
As at 31 December 2024
2,536
4,261
1,759
8,556
Accumulated Depreciation
As at 1 January 2024
461
1,050
1,037
2,548
Charge for the year
57
662
414
1,133
Disposals
–
–
(172)
(172)
As at 31 December 2024
518
1,712
1,279
3,509
Net book value as at 31 December 2024
2,018
2,549
480
5,047
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
122
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Freehold land
and buildings
£’000
Fixture &
fittings
£’000
Computer
equipment
£’000
Total
£’000
Cost
As at 1 January 2023
2,536
3,681
1,515
7,732
Additions
–
535
397
932
Disposals
–
(55)
(262)
(317)
As at 31 December 2023
2,536
4,161
1,650
8,347
Accumulated Depreciation
As at 1 January 2023
407
404
793
1,604
Charge for the year
54
666
505
1,225
Disposals
–
(20)
(261)
(281)
As at 31 December 2023
461
1,050
1,037
2,548
Net book value as at 31 December 2023
2,075
3,111
613
5,799
Net book value as at 31 December 2022
2,129
3,277
722
6,128
During the year proceeds from the disposal of assets totalling £4,000 were received over and above the carrying value
(2023: £nil)
13. Right of use assets and Lease liabilities
This note provides information for leases where the Group is a lessee. The consolidated statement of financial position
shows the following amounts on leases:
Right of use assets
Land and
buildings
£’000
Office
equipment
£’000
Vehicles
£’000
Total
£’000
As at 1 January 2024
2,186
97
–
2,283
Additions
–
–
149
149
Remeasurement
2,246
–
–
2,246
Depreciation
(670)
(35)
(13)
(718)
As at 31 December 2024
3,762
62
136
3,960
During the year direct costs of £45,000 relating to the remeasurement of right of use assets were incurred.
Lease Liabilities
Land and
buildings
£’000
Office
equipment
£’000
Vehicles
£’000
Total
£’000
As at 1 January 2024
2,634
102
–
2,736
Additions
–
–
149
149
Remeasurement
2,200
–
–
2,200
Interest expense
63
3
2
68
Lease payments
(880)
(39)
(14)
(933)
As at 31 December 2024
4,017
66
137
4,220
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
123
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Financial Statements
Strategic Report
Right of use assets
Land and
buildings
£’000
Office
equipment
£’000
Total
£’000
As at 1 January 2023
3,747
125
3,872
Additions
–
13
13
Remeasurement
(317)
–
(317)
Impairment
(423)
(5)
(428)
Depreciation
(821)
(36)
(857)
As at 31 December 2023
2,186
97
2,283
Lease Liabilities
Land and
buildings
£’000
Office
equipment
£’000
Total
£’000
As at 1 January 2023
3,822
125
3,947
Additions
–
13
13
Remeasurement
(317)
–
(317)
Interest expense
102
5
107
Lease payments
(973)
(41)
(1,014)
As at 31 December 2023
2,634
102
2,736
The present value of lease liabilities is as follows:
31 December 2024
Within 1 year
£’000
1-2 years
£’000
2-5 years
£’000
After 5 years
£’000
Total
£’000
Lease payments (undiscounted)
1,098
794
1,743
1,962
5,597
Finance charges
(255)
(210)
(490)
(422)
(1,377)
Net present values
843
584
1,253
1,540
4,220
31 December 2023
Within 1 year
£’000
1-2 years
£’000
2-5 years
£’000
After 5 years
£’000
Total
£’000
Lease payments (undiscounted)
997
792
1,005
81
2,875
Finance charges
(66)
(37)
(36)
–
(139)
Net present values
931
755
969
81
2,736
The following amounts are included in the consolidated statement of comprehensive income relating to leases:
2024
£’000
2023
£’000
Depreciation of right of use assets
718
857
Impairment of right of use assets
–
427
Interest expense
68
107
Short term lease expense
7
79
Low value lease expense
2
2
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
124
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
The total cash flow for leases during the period was £0.9m (2023: £1.0m)
Extension and termination options
During the prior year, a break clause was exercised on one property. This resulted in a remeasurement of the associated
lease liability of £317,000. An impairment assessment of the impacted right of use asset resulted in an impairment of
£428,000 recognised in the consolidated statement of comprehensive income.
As at 31 December 2024, the carrying amounts of all other lease liabilities are not reduced by the amount of payments
that would be avoided from exercising a break clause because it was considered reasonably certain that the Group would
not exercise its right to break the lease. Total lease payments of £1,713,500 (2023: £85,000) are potentially avoidable were
the Group to exercise break clauses at the earliest opportunity.
14. Intangible assets
Goodwill and identified intangible assets arising on acquisitions are allocated to the cash-generating unit of that
acquisition. The Board considers that the Group has only one operating segment and now has five cash-generating units
(CGUs). The goodwill relates to the following acquisitions:
• Talk Limited in 2012, and in particular its main operating subsidiary Mortgage Talk Limited (Mortgage Talk)
• First Mortgage Direct Limited (First Mortgage) in 2019
• Project Finland Topco Limited (Fluent) in 2022
• Vita Financial Limited (Vita) in 2022
• Aux Group Limited, and in particular its main operating subsidiary Auxilium Partnership Limited (Auxilium) in 2022
Goodwill
2024
£’000
2023
£’000
Cost
As at 1 January and 31 December
54,038
54,038
Accumulated impairment
As at 1 January and 31 December
153
153
Net book value
As at 1 January and 31 December
53,885
53,885
Where the goodwill allocated to the CGU is significant in comparison with the entity’s total carrying amount of goodwill
this is set out below:
Goodwill
Mortgage
Talk
£’000
First
Mortgage
£’000
Fluent
£’000
Other(1)
£’000
Total
£’000
Cost
As at 1 January and 31 December 2024
4,267
11,041
36,974
1,756
54,038
Accumulated impairment
As at 1 January and 31 December 2024
153
–
–
–
153
Net book value
As at 1 January and 31 December 2024
4,114
11,041
36,974
1,756
53,885
(1) ‘Other’ companies comprises Vita and Auxilium.
Goodwill is deemed to have an indefinite useful life. Under IAS 36, “Impairment of assets”, the Group is required to review
and test its goodwill for impairment annually or in the event of a significant change in circumstances. The impairment
reviews conducted at the end of 2024 concluded that there had been no impairment of goodwill.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
125
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Financial Statements
Strategic Report
The key assumptions set out below and used in respect of value in use calculations are those regarding growth rates and
anticipated changes to revenues and costs during the period covered by the calculations, based upon management’s
expectations, with the discount rates reflecting current market assessments of the time value of money and the risks
specific to these assets, based on the Group’s WACC. Revenue growth is based on past performance and management’s
expectation of growth rates in the markets in which it operates, and forecast costs are based on management’s
expectations of changes to the current structure of each CGU. The terminal value growth rate of 2.5% (2023: 3.5%)
reflects the Group’s market share growth model.
Goodwill arose on the acquisition of Mortgage Talk Limited and has since been allocated to the CGU of the Group as it
existed prior to the impact of the subsequent four acquisitions listed above. Impairment testing for this CGU is carried
out by determining recoverable amount on the basis of value in use, which is then compared to the carrying value of the
assets of the CGU including goodwill. The value in use that has been determined exceeds the £4.1m (2023: £4.1m) carrying
value of goodwill for this CGU and therefore no impairment of goodwill is required. Management has estimated future
cash flows over a five-year period, which are based on extrapolated budget models which have been approved by the
Board, and applied a discount rate of 11.3% (2023: 13.2%) and then applied a terminal value calculation, which assumes
a growth rate of 2.5% (2023: 3.5%) in future cashflows, in order to estimate the present value of those cash flows in
determining the value in use. Management believes that any reasonably possible changes to any of the key assumptions
applied in determining the value in use would not cause the carrying amount of goodwill to exceed the present value of
the estimated future cashflows.
The sensitivity of the value in use for all acquisitions to changes in the key assumptions are as follows:
Assumption
Base
assumption
Change in base
assumption
(Decrease)
in value in use
£m
Discount rate
11.3%
+1.0% (absolute)
(49.4)
Years 1-5 cash flows
Various
-5.0% (proportionate)
(82.7)
Long-term growth rate
2.5%
-1.0% (absolute)
(37.4)
From management’s assessment no reasonable change in assumptions would result in an impairment of goodwill.
Other intangibles assets
Licenses
£’000s
Website
£’000s
Software
Development
£’000s
Acquired
Technology
£’000s
Software
Under
Construction
£’000s
Customer
Relationships
£’000s
Trademarks
and Brand
£’000s
Other
Relationships
£’000s
Total
£’000s
Cost
As at 1 January 2024
108
216
1,539
16,824
–
2,337
5,089
34,568
60,681
Additions
–
77
2,263
–
274
–
–
–
2,614
Disposals
(108)
–
–
–
–
–
–
–
(108)
As at 31 December 2024
–
293
3,802
16,824
274
2,337
5,089
34,568
63,187
Accumulated
Amortisation
As at 1 January 2024
108
51
314
2,525
–
1,070
1,163
3,976
9,207
Charge for the year
–
82
464
1,683
–
273
483
2,722
5,707
Disposals
(108)
–
–
–
–
–
–
–
(108)
As at 31 December 2024
–
133
778
4,208
–
1,343
1,646
6,698
14,806
Net book value as at
31 December 2024
–
160
3,024
12,616
274
994
3,443
27,870
48,381
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
126
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Other intangibles assets
Licenses
£’000s
Website
£’000s
Software
Development
£’000s
Acquired
Technology
£’000s
Software
Under
Construction
£’000s
Customer
Relationships
£’000s
Trademarks
and Brand
£’000s
Other
Relationships
£’000s
Total
£’000s
Cost
As at 1 January 2023
108
223
1,105
16,824
–
2,337
5,089
34,568
60,254
Additions
–
133
988
–
–
–
–
–
1,121
Disposals
–
(140)
(554)
–
–
–
–
–
(694)
As at 31 December 2023
108
216
1,539
16,824
–
2,337
5,089
34,568
60,681
Accumulated Amortisation
As at 1 January 2023
108
140
610
842
–
797
680
1,254
4,431
Charge for the year
–
51
258
1,683
–
273
483
2,722
5,470
Disposals
–
(140)
(554)
–
–
–
–
–
(694)
As at 31 December 2023
108
51
314
2,525
–
1,070
1,163
3,976
9,207
Net book value as at
31 December 2023
–
165
1,225
14,299
–
1,267
3,926
30,592
51,474
Net book value as at
31 December 2022
–
83
495
15,982
–
1,540
4,409
33,314
55,823
Assets which are internally generated are solely within asset categories; Website, Software Development and Software
Under Construction. Internally Generated Software Under Construction consists of proprietary software assets designed
exclusively for use within the Group, these assets are tailored to enhance and streamline the customer journey, ensuring
seamless interactions and operational efficiency.
During 2024 the Group has capitalised the MIDAS Platform development spend after management deemed that the
criteria for recognition under IAS 38 has been met. This has resulted in £1,406,000 of spend capitalised (2023: £nil) with
£81,000 (2023: £nil) of Platform development spend included in software under construction as the feature developed
hasn’t been released to the system and the features are expected to be released in 2025.
Individually Material Intangible Assets
Asset Description
Asset Category
NBV as at
31 December
2024
£’000
NBV as at
31 December
2023
£’000
Amortisation
End Date
Fluent Money Limited - Technology
Technology/Software
12,622
14,305
July 2032
Fluent Mortgages Limited - Introducer
Relationships
Other relationships
10,258
11,149
July 2036
Fluent Lifetime Limited - Introducer Relationships
Other relationships
6,426
6,985
July 2036
Fluent Money Limited - Lender Relationships
Other relationships
5,754
6,254
July 2036
Fluent Bridging Limited - Introducer
Relationships
Other relationships
5,165
5,614
July 2036
Fluent Money Limited - Brand
Trademarks and brands
2,682
2,997
July 2033
First Mortgage Direct Limited - Customer
Relationships
Customer relationships
770
990
July 2028
First Mortgage Direct Limited - Brand
Trademarks and brands
662
809
July 2029
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
127
Governance
Financial Statements
Strategic Report
15. Investments in associates and joint ventures
The investments in associates and a joint venture at the reporting date is as follows:
2024
£’000
2023
£’000
At start of the period
12,301
11,387
Additions
2,000
469
Credit to statement of comprehensive income
Share of profit
1,315
848
1,315
848
Dividends received
(798)
(403)
At period end
14,818
12,301
The Group is entitled to the results of its associates in equal proportion to its equity stakes.
The carrying value of the Group’s joint venture, MAB Broker Services PTY Limited, as at 31 December 2024 is £nil (2023:
£nil). In the year ended 30 June 2024, MAB Broker Services PTY Limited reported a profit of AUD0.04m (2023: profit of
AUD0.01m).
Acquisitions and disposals
2024
On 18 December 2024, Mortgage Advice Bureau Limited acquired 18.9% of the shareholding of Dashly Limited for a
consideration of £2.0m. The Group is deemed to have significant influence as a result of various contractual arrangements
and has been treated as an associate.
2023
On 26 May 2023, First Mortgage Direct Limited acquired a further 12% of M & R FM Limited for a consideration of £0.5m,
bringing its total stake to 37%.
Summarised financial information for associates
The tables below provide summarised financial information for those associates and joint ventures that are material to the
Group. The information disclosed reflects the amounts presented in the unaudited financial statements or management
accounts of the relevant associates and joint ventures and not the Group’s share of those amounts:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
128
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
2024
Evolve
FS Ltd
£’000
Heron
Financial
Ltd
£’000
Meridian
Holdings
Group Ltd
£’000
Sort Group
Limited
£’000
Clear
Mortgage
Solutions
Ltd
£’000
M & R FM
Limited
£’000
Dashly
Ltd
£’000
Non-current assets
34
593
664
770
82
69
2,683
Cash balances
296
267
1,457
2,907
1,074
1,894
682
Current assets (exc. Cash balances)
474
674
805
759
316
504
265
Current liabilities
(241)
(391)
(690)
(807)
(513)
(450)
(1,254)
Non-Current liabilities
(418)
(248)
(446)
(207)
(494)
(606)
(33)
Revenue
3,858
3,140
7,965
13,743
5,919
5,073
688
Profit / (Loss) before taxation
(83)
650
432
1,098
954
1,643
(1,095)
Total comprehensive income
(83)
488
324
779
716
1,249
(1,022)
Carrying value of investment
As at 1 January 2024
2,905
2,757
1,566
2,195
1,021
1,402
–
Increase in investment
–
–
–
–
–
–
2,000
Profit / (loss) attributable to the Group
(152)
200
134
275
251
422
–
Dividends received
–
(293)
–
–
(271)
(185)
–
At 31 December 2024
2,753
2,664
1,700
2,470
1,001
1,639
2,000
2023
Evolve
FS Ltd
£’000
Heron
Financial
Ltd
£’000
Meridian
Holdings
Group Ltd
£’000
Sort Group
Limited
£’000
Clear
Mortgage
Solutions
Ltd
£’000
M & R FM
Limited
£’000
Non-current assets
29
221
1,974
649
24
53
Cash balances
420
552
1,076
2,295
1,097
1,073
Current assets (exc. Cash balances)
349
873
675
567
384
485
Current liabilities
(614)
(455)
(652)
(642)
(404)
(377)
Non-Current liabilities and provisions
(8)
(419)
(380)
(84)
(600)
(410)
Revenue
4,237
2,409
7,129
11,794
4,974
3,874
Profit before taxation
60
600
385
788
507
1,000
Total comprehensive income
48
497
289
673
416
802
Carrying value of investment
As at 1 January 2023
2,882
2,638
1,497
1,936
864
906
Increase in investment
–
–
–
–
–
469
Profit attributable to the Group
23
244
69
259
213
249
Dividends received
–
(125)
–
–
(56)
(222)
At 31 December 2023
2,905
2,757
1,566
2,195
1,021
1,402
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
129
Governance
Financial Statements
Strategic Report
Individually immaterial associates and joint ventures
In addition to the interests in associates disclosed above, the Group also has interests in a number of individually
immaterial associates and a joint venture that are accounted for using the equity method. The aggregate of the
summarised financial information for these associates is shown below, along with the summarised financial information
for the joint venture. The information disclosed reflects the amounts presented in the unaudited financial statements or
management accounts of the relevant associates and the joint venture and not the Group’s share of those amounts:
2024
Associates
£000
2023
Associates
£000
2024
Joint Ventures
£000
2023
Joint Ventures
£000
Non-current assets
765
991
–
5
Cash balances
714
680
179
26
Current assets (exc. Cash balances)
1,902
1,295
1,048
1,127
Current liabilities
(1,368)
(1,202)
(162)
(53)
Non-Current liabilities and provisions
(664)
(794)
–
(111)
Revenue
11,187
8,893
351
406
Profit / (Loss) before taxation
453
(645)
151
11
Total comprehensive income
359
(675)
145
11
Profit / (Loss) attributable to the Group
185
(210)
–
–
Dividends received
49
–
–
–
All associates and joint venture prepare their financial statements in accordance with FRS 102 other than MAB Broker
Services PTY Limited who prepare their financial statements in accordance with the Australian Accounting Standards.
There would be no material difference to the profit attributable to the Group if the accounts of any of the associates were
prepared in accordance with IFRS.
Unrecognised losses
The Group has discontinued recognising its share of losses from its joint venture as these exceed the carrying amount of
the investment. The Group had unrecognised profits in the year of £70,000 (2023: £44,000) and cumulative unrecognised
losses of £687,000 (2023: £757,000).
Derivative financial instruments
The put and call options are carried at fair value through profit or loss. The carrying values for the call options at
31 December 2024 have resulted in a financial asset of £211,000 (2023: £302,000) for Evolve FS Limited (Evolve) and
£1,000 (2023: £nil) for Heron Financial Limited (Heron). The carrying value for the put option has resulted in a financial
liability of £71,000 (2023: £182,000) for Heron at 31 December 2024.
The fair values of the option contracts have been calculated using an option valuation model. The key assumptions used
to value the options in the model are the value of shares in the associate, the anticipated growth of the business, the
option exercise price, the expected life of the option, the expected share price volatility of similar businesses, forecast
dividends and the risk-free interest rate. The gains and losses relating to the derivative financial instruments is included
within ‘operating profit’. These financial instruments are categorised as Level 3 within the fair value hierarchy.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
130
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
16. Trade and other receivables
2024
£’000
2023
£’000
Trade receivables
2,515
2,028
Less provision for impairment of trade receivables
(336)
(454)
Trade receivables - net
2,179
1,574
Other receivables
198
924
Loans to related parties
699
201
Less provision for impairment of loans to related parties
(15)
(18)
Total financial assets other than cash and cash equivalents
3,061
2,681
Prepayments
3,093
1,895
Accrued income
4,698
5,098
Total trade and other receivables
10,852
9,674
Less: non-current - Loans to related parties
(265)
(77)
Less: non-current - Trade receivables
(824)
(276)
Current trade and other receivables
9,763
9,321
Reconciliation of movement in trade and other receivables to cash flow
2024
£’000
2023
£’000
Movement per trade receivables
1,178
(1,445)
Accrued interest movement
–
13
Total movement per cash flow
1,178
(1,432)
All amounts relating to accrued income at the end of 2022 (£5,273,000) and 2023 (£5,098,000) were received in the
following year.
The carrying value of trade and other receivables classified at amortised cost approximates fair value.
Included within trade receivables are operational business loans to Appointed Representatives. The non-current trade
receivables balances is comprised of loans to Appointed Representatives.
Also included in trade receivables are amounts due from Appointed Representatives relating to commissions that are
refundable to the Group when policy lapses or other reclaims exceed new business. As these balances have no credit
terms, the Board of Directors consider these to be past due if they are not received within seven days. In the management
of these balances, the Directors can recover them from subsequent new business entered into with the Appointed
Representative or utilise payables that are owed to the same counterparties and included within payables as the Group
has the legally enforceable right of set off in such circumstances. These payables are considered sufficient by the
Directors to recover receivable balances should they default, and, accordingly, credit risk in this respect is minimal.
In light of the above, the Directors do not consider that disclosure of an aging analysis of trade and other receivables
would provide useful additional information. Further information on the credit quality of financial assets is set out in
note 20.
Impairment provisions for trade receivables are recognised based on the simplified approach within IFRS 9 using the
lifetime expected credit losses. During this process the probability of the non-payment of the trade receivables is
assessed. This probability is then multiplied by the amount of the expected loss arising from default to determine the
lifetime expected credit loss for the trade receivables. For trade receivables, which are reported net, such provisions are
recorded in a separate provision account with the loss being recognised within cost of sales in the consolidated statement
of comprehensive income. On confirmation that the trade receivable will not be collectable, the gross carrying value of
the asset is written off against the associated provision. As at 31 December 2024 the lifetime expected loss provision for
trade receivables is £0.3m (2023: £0.5m). The movement in the impairment allowance for trade receivables has been
included in cost of sales in the consolidated statement of comprehensive income.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
131
Governance
Financial Statements
Strategic Report
Impairment provisions for loans to associates are recognised based on a forward-looking expected credit loss model. The
methodology used to determine the amount of the provision 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. For those for which credit risk has increased significantly, lifetime expected credit losses along with the
gross interest income are recognised. For those that are determined to be credit impaired, lifetime expected credit losses
along with interest income on a net basis are recognised. In determining the lifetime expected credit losses for loans to
associates, the Directors have considered different scenarios for repayments of these loans and have applied percentage
probabilities to each scenario for each associate where applicable.
2024
£’000
2023
£’000
As at 1 January
454
476
New impairment provisions in the year
121
–
Provision utilised in the year
(239)
–
Impairment provisions no longer required
–
(22)
As at 31 December
336
454
A summary of the movement in the provision for the impairment of loans to related parties is as follows:
2024
£’000
2023
£’000
As at 1 January
18
2
Increase in existing provisions for impairment losses
–
16
Impairment provisions no longer required
(2)
–
As at 31 December
16
18
As at 31 December 2024 the lifetime expected loss provision for loans to associates is £0.0m (2023: £0.0m), with 12
month expected credit losses recognised for remaining associates.
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivables mentioned
above less collateral held as security. Details of security held are given in note 20.
17. Cash and cash equivalents
2024
£’000
2023
£’000
Unrestricted cash and bank balances
4,187
3,022
Bank balances held in relation to retained commissions
19,488
18,918
Cash and cash equivalents
23,675
21,940
Bank balances held in relation to retained commissions earned on an indemnity basis from protection policies are held to
cover potential future lapses in Appointed Representatives commissions. Operationally the Group does not treat these
balances as available funds. An equal and opposite liability is shown within Trade and other payables (note 18).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
132
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
18. Trade and other payables
2024
£’000
2023
£’000
Appointed Representatives retained commission
19,488
18,918
Other trade payables
8,471
7,644
Trade payables
27,959
26,562
Social security and other taxes
1,799
2,116
Other payables
356
169
Accruals
9,368
9,020
Total trade and other payables
39,482
37,867
2024
£’000
2023
£’000
Current
36,503
35,225
Non-current
2,979
2,642
Total trade and other payables
39,482
37,867
Should a protection policy be cancelled within four years of inception, a proportion of the original commission will be
clawed back by the insurance provider. The majority of any such repayment is payable by the Appointed Representative,
with the Group making its own liability for its share of any such repayment. It is the Group’s policy to retain a proportion
of commission payable to the Appointed Representative to cover such potential future lapses; these sums remain a
liability of the Group. This commission is held in a separate ring-fenced bank account as described in note 18.
The non-current portion of trade and other payables relates to Appointed Representative retained commission and
accruals, see note 21.
As at 31 December 2024 and 31 December 2023, the carrying value of trade and other payables classified as financial
liabilities measured at amortised cost approximates fair value.
Reconciliation of movement in trade and other payables to cash flow
2024
£’000
2023
£’000
Movement per trade and other payables
1,615
1,218
Accrued amounts relating to non-controlling interest purchase
2,423
(996)
Share-based payment accruals
(870)
(505)
Total movement per cash flow
3,168
(283)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
133
Governance
Financial Statements
Strategic Report
19. Loans and borrowings
2024
£’000
2023
£’000
Bank loans
13,837
18,250
Total loans and borrowings
13,837
18,250
Less: non-current - Bank loans
(8,735)
(12,426)
Current loans and borrowings
5,102
5,824
A summary of the maturity of loans and borrowings is as follows:
Bank loans
2024
£’000
2023
£’000
Payable in 1 year
5,102
5,824
Payable in 1-2 years
3,735
3,750
Payable in 2-5 years
5,000
8,676
Total bank loans
13,837
18,250
In connection with the acquisition of Fluent, the Group entered into an agreement on 28 March 2022 with NatWest,
in respect of a new term loan for £20m and a revolving credit facility for £15m (the Facilities Agreement), in order to
part fund the cash consideration payable in relation to the acquisition. It is MAB’s intention to repay the drawn down
proportion of the revolving element of this debt facility as soon as practicable. In respect of the new facilities, the Group
has given security to NatWest in the form of fixed and floating charges over the assets of Mortgage Advice Bureau
Limited, Mortgage Advice Bureau (Derby) Limited, Mortgage Advice Bureau (Holdings) plc, First Mortgage Direct Limited,
First Mortgage Limited, Project Finland Bidco Limited, Fluent Money Limited and Fluent Mortgages Limited.
Loan covenants
Under the terms of the Facilities Agreement, the Group is required to comply with the following financial covenants:
• Interest cover shall not be less than 5:1
• Adjusted leverage shall not exceed 2:1
The Group is required to comply with covenants on a quarterly basis and has complied with these covenants since the
Facilities Agreement was entered into. There is no indication that the covenants will be breached in the foreseeable future
and under IAS 1 the proportion not expected to be settled within a year has been treated as non-current.
20. Financial instruments - risk management
The Group is exposed through its operations to the following financial risks:
• Credit risk
• Liquidity risk
• Market risk
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This
note describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure
them. Further quantitative information in respect of these risks is presented throughout these financial statements.
Principal financial instruments
• Trade and other receivables
• Derivative financial instruments
• Cash and cash equivalents
• Trade and other payables
• Loans and other borrowings
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
134
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
A summary of financial instruments by category is provided below:
Financial assets
2024
£’000
2023
£’000
Cash and cash equivalents
23,675
21,940
Trade and other receivables (amortised cost)
3,061
2,681
Derivative financial instruments (FVTPL)
212
302
Total financial assets
26,948
24,923
Financial liabilities
2024
£’000
2023
£’000
Trade and other payables (amortised cost)
8,827
7,812
Loans and borrowings (amortised cost)
13,837
18,250
Accruals (amortised cost)
9,368
9,020
Redemption liability (Amortised cost)
3,970
2,793
Clawback liability (amortised cost)
12,591
10,331
Lease liabilities (amortised cost)
4,220
2,736
Derivative financial instruments (FVTPL)
71
183
Appointed representative retained commission (amortised cost)
19,488
18,918
Total financial liabilities
72,372
70,043
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies,
and designs and operates processes that ensure the effective implementation of the objectives and policies to the
Group’s finance function. The Board sets guidelines to the finance team and monitors adherence to its guidelines on a
monthly basis.
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 are set out below.
Credit risk
Credit risk is the risk of financial loss to the Group if a trading partner or counterparty to a financial instrument fails
to meet its contractual obligations. The Group is mainly exposed to credit risk from loans to its trading partners. It is
Group policy to assess the credit risk of trading partners before advancing loans or other credit facilities. Assessment
of credit risk utilises external credit rating agencies. Personal guarantees are generally obtained from the Directors of its
trading partners.
Quantitative disclosures of the credit risk exposure in relation to financial assets are set out below. Further disclosures
regarding trade and other receivables are given in note 16.
Financial assets - maximum exposure
2024
£’000
2023
£’000
Cash and cash equivalents
23,675
21,940
Trade and other receivables (amortised cost)
3,061
2,681
Derivative financial instruments (FVTPL)
212
302
Total financial assets
26,948
24,923
The carrying amounts stated above represent the Group’s maximum exposure to credit risk for trade and other
receivables. An element of this risk is mitigated by collateral held by the Group for amounts due to them.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
135
Governance
Financial Statements
Strategic Report
Trade receivables consist of a large number of unrelated trading partners and therefore credit risk is not concentrated.
Due to the large volume of trading partners the Group does not consider that there is any significant credit risk as a
result of the impact of external market factors on their trading partners. Additionally, within trade payables are Appointed
Representative retained commission amounts due to the same trading partners that are included in trade receivables; this
collateral of £0.5m (2023: £0.2m) reduces the credit risk.
The Group’s credit risk on cash and cash equivalents is limited because the Group places funds on deposit with National
Westminster Bank plc (rated A), The Royal Bank of Scotland plc (rated A+), Barclays plc (rated A), HSBC Bank plc (rated
AA-) and Bank of Scotland plc (rated A+).
Market risk
Interest rate risks
The Group’s main interest rate risk arises from borrowings, both short term facilities and long-term debt, with floating
interest rates that are linked to SONIA. The Group manages the risk by continually reviewing expected future volatility in
UK interest rates and will consider entering into hedges as deemed appropriate to fix the floating interest rate. A maturity
analysis of loans and borrowings is set out in Note 19.
Foreign exchange risk
As the Group does not operate outside of the United Kingdom and has only one investment outside the United Kingdom,
it is not exposed to any material foreign exchange risk.
Liquidity risk
Liquidity risk arises from 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. The Group’s trade and other payables are repayable within one year from the reporting date and the contractual
undiscounted cash flow analysis for the Group’s trade and other payables is the same as their carrying value. The
contractual maturities of financial liabilities are as follows:
31 December 2024
(£'000)
Within 1 year
1-2 years
2-5 years
After 5 years
Total
Trade and other payables
(amortised cost)
8,827
–
–
–
8,827
Loans and borrowings
(amortised cost)
5,602
4,328
5,381
–
15,311
Accruals (amortised cost)
7,718
515
1,135
–
9,368
Redemption liability (amortised cost)
–
460
3,510
–
3,970
Clawback liability (amortised cost)
12,591
–
–
–
12,591
Lease liabilities (amortised cost)
1,098
794
1,743
1,962
5,597
Derivative financial instruments (FVTPL)
–
71
–
–
71
Appointed representative retained
commission (amortised cost)
18,159
309
743
277
19,488
53,995
6,477
12,512
2,239
75,223
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
136
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
31 December 2023
(£'000)
Within 1 year
1-2 years
2-5 years
After 5 years
Total
Trade and other payables
(amortised cost)
7,812
–
–
–
7,812
Loans and borrowings
(amortised cost)
6,508
4,588
7,555
–
18,651
Accruals (amortised cost)
7,305
1,046
669
–
9,020
Redemption liability (amortised cost)
–
–
2,793
–
2,793
Clawback liability (amortised cost)
10,331
–
–
–
10,331
Lease liabilities (amortised cost)
997
792
1,005
81
2,875
Derivative financial instruments (FVTPL)
–
183
–
–
183
Appointed representative retained
commission (amortised cost)
17,991
49
700
178
18,918
50,944
6,658
12,722
259
70,583
Appointed Representative retained commission does not have a definite maturity date and it is not possible to accurately
estimate the repayment profile, other than when Appointed Representative firms are in the initial term of their contract.
The Directors consider that the disclosed maturity profile is the most appropriate.
The Board receives annual 12-month cash flow projections based on working capital modelling as well as information
regarding cash balances monthly. At the end of the financial year, these projections indicated that the Group expected
to have sufficient liquid resources to meet its obligations under all reasonably expected circumstances. Additionally, the
Group has financial resource requirements set by its regulator, the Financial Conduct Authority. The Board has set a policy
to ensure that adequate capital is maintained to ensure that these externally set financial resource requirements are
exceeded at all times. Quarterly reports are made to the Financial Conduct Authority and submission is authorised by the
Chief Financial Officer, at which time capital adequacy is reassessed.
Capital management
The Group monitors its capital which consists of all components of equity (i.e. share capital, share premium, capital
redemption reserve, share option reserve and retained earnings). The Group manages its capital with the objective that
all entities within the Group continue as going concerns while maintaining an efficient structure to minimise the cost of
capital and deliver sustainable returns for shareholder in the form of distributions and capital growth through business
performance.
The Group is subject to financial resource requirements set by its regulator, the Financial Conduct Authority, which we
ensure has appropriate coverage at all times. The Excess Capital resources at 31 December 2024 was £43.0m (2023:
£28.0m) with the Group expected to continue meeting all requirements based on the latest Going Concern assessment.
21. Clawback liability
2024
£’000
2023
£’000
As at 1 January
10,331
8,038
Charged to the consolidated statement of comprehensive income
2,260
2,293
As at 31 December
12,591
10,331
The balance relates to refund liabilities for the estimated cost of repaying commission income received upfront on
protection policies that may lapse in the four years following issue. Under the Group’s revenue contracts with protection
providers, if the policy is cancelled by the customer within a four-year period after the inception of the policy, then a
proportion of the commission received upfront has to be repaid to the protection provider. While the exact timing of any
future repayments (termed ‘clawbacks’) within the four-year period is uncertain, it has been estimated based on both
data from protection providers and internal commission data that £5.2m (2023: £4.4m) of the liability would be payable
after more than one year. The liability is based on the Directors’ best estimate, using industry data where available, of the
probability of clawbacks to be made.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
137
Governance
Financial Statements
Strategic Report
A liability is recognised in the financial statements of nine of the Group’s subsidiaries: Mortgage Advice Bureau Limited,
Mortgage Advice Bureau (Derby) Limited, Capital Protect Limited, First Mortgage Limited, Fluent Mortgages Limited,
Fluent Mortgages Horwich Limited, Vita Financial Limited, BPR Protect Limited and Auxilium Partnership Limited.
22. Deferred tax
Deferred tax is calculated in full on temporary differences using tax rates of 25% based on when the temporary
differences are expected to unwind (2023: 25%).
The movement in deferred tax is shown below:
2024
£’000
2023
£’000
Net deferred tax liability - opening balance
(10,698)
(12,862)
Recognised in the consolidated statement of comprehensive income
5
1,715
Deferred tax movement recognised in equity
(692)
449
Net deferred tax liability - closing balance
(11,385)
(10,698)
The deferred tax balance is made up as follows:
2024
£’000
2023
£’000
Fixed asset timing differences
(12,311)
(13,355)
Other timing differences
216
295
Tax losses
219
1,138
Share-based payment
491
1,224
Net deferred tax liability
(11,385)
(10,698)
Reflected in the statement of financial position as follows:
2024
£’000
2023
£’000
Deferred tax liability
(11,385)
(11,417)
Deferred tax asset
–
719
Net deferred tax liability
(11,385)
(10,698)
23. Share capital
Issued and fully paid
2024
£’000
2023
£’000
Ordinary shares of 0.1p each
58
57
Total share capital
58
57
During the period 25,001 ordinary shares of 0.1p each were issued following partial exercise of options issued in 2020 and
2021 at no premium. 804,754 ordinary shares were also issued following the exercise of the option over the remaining
20% stake in First Mortgage Direct Limited, see note 5 for further details. As at 31 December 2024, there were 57,956,789
ordinary shares of 0.1p in issue (2023: 57,127,034).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
138
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
24. Reserves
The Group’s policy is to maintain an appropriate capital base and comply with its externally imposed capital requirements
whilst providing maximum shareholder value.
The following describes the nature and purpose of each reserve within equity:
Reserve
Description and purpose
Share premium
Amount subscribed for share capital in excess of nominal value.
Capital redemption reserve
The capital redemption reserve represents the cancellation of part of the
original share capital premium of the company at par value of any shares
repurchased.
Share option reserve
The fair value of equity instruments granted by the Company in respect of
share-based payment transactions and deferred tax recognised in equity.
Retained earnings
All other net gains and losses and transactions with owners (e.g. dividends) not
recognised elsewhere.
There is no restriction on the distribution of retained earnings.
25. Retirement benefits
The Group operates several defined contribution pension schemes for the benefit of its employees and also makes
contributions to self-invested personal pensions (SIPP). The assets of the schemes and the SIPP are held separately from
those of the Group in independently administered funds. The pension expense represents contributions payable by the
Group to the SIPP and amounted to £1.4m (2023: £1.7m). There were contributions payable to the SIPP as at 31 December
2024 of £0.3m (2023: £0.3m).
26. Related party transactions
The following table shows the total amount of transactions that have been entered into with related parties during the
year and balances held with as at the year ended 31 December 2024 and 2023.
Commission
received/(paid)
Balance of retained
commissions*
Loans owed to MAB
Relationship
31 December
2024
£'000
31 December
2023
£'000
31 December
2024
£'000
31 December
2023
£'000
31 December
2024
£'000
31 December
2023
£'000
Buildstore Limited
Associate
(964)
(830)
51
23
10
–
Sort Limited
Associate
1,087
1,512
–
–
–
–
Clear Mortgage Solutions
Limited
Associate
(5,998)
(5,227)
571
595
–
–
Evolve FS Ltd
Associate
(3,722)
(3,976)
277
178
–
–
The Mortgage Broker
Limited
Associate
(1,614)
(1,555)
61
67
–
5
Meridian Holdings
Group Ltd
Associate
(5,128)
(3,541)
485
550
–
81
M & R FM Ltd
Associate
(245)
(3,332)
284
184
–
–
Heron Financial Limited
Associate
(3,175)
(1,776)
118
41
267
–
Pinnacle Surveyors
(England & Wales) Ltd
Associate
(306)
–
–
–
406
100
MAB Broker Services
PTY Limited
Joint
Venture
–
–
–
–
15
15
* Balances in relation to retained commissions are to cover future lapses
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
139
Governance
Financial Statements
Strategic Report
During the period the Group received dividends from associate companies as follows:
31 December
2024
£’000
31 December
2023
£’000
Clear Mortgage Solutions Limited
271
56
M & R FM Limited
185
222
Heron Financial Limited
293
125
Pinnacle Surveyors (England & Wales) Ltd
49
–
Total dividends received
798
403
27. Share-based payments
Mortgage Advice Bureau Executive Share Option Plan
The Group operates two equity-settled share-based remuneration schemes for Executive Directors and certain senior
management, one being an approved scheme, the other unapproved, but with similar terms. For options granted before
2023, half of the options are subject to a total shareholder return (TSR) performance condition and the remaining half are
subject to an earnings per share (EPS) performance condition. For options granted during 2023 and 2024, the options are
subject to an earnings per share (EPS) performance condition. The outstanding options in the unapproved scheme vest
and are exercisable as follows:
For options granted during 2018 and outstanding as at 1 January 2024:
100% based on performance to 31 March 2021, exercisable between 11 April 2021 and 9 April 2026.
For options granted during 2019 and outstanding as at 1 January 2024:
100% based on performance to 31 March 2022, exercisable between 1 July 2022 and 1 July 2027.
For options granted during 2020 and outstanding as at 1 January 2024:
100% based on performance to 31 March 2023, exercisable between 22 April 2023 and 21 July 2028.
For options granted during 2021 and outstanding as at 1 January 2024:
100% based on performance to 31 March 2024, exercisable between 1 April 2024 and 31 March 2029.
For options granted during 2022 and outstanding as at 1 January 2024:
100% based on performance to 31 March 2025, exercisable between 6 April 2025 and 6 June 2030.
For options granted during 2023 and outstanding as at 1 January 2024:
100% based on performance to 31 December 2025, exercisable between 1 April 2026 and 30 May 2031.
For options granted during the year:
100% based on performance to 31 December 2026, exercisable between 1 April 2027 and 30 May 2032.
The number and weighted average exercise price (WAEP) of, and movements in, share options during the year for the
Mortgage Advice Bureau Executive Share Option Plan:
2024 WAEP
£
2024
Number
2023 WAEP
£
2023
Number
Outstanding as at 1 January
0.001
756,029
0.001
576,003
Granted during the year
0.001
325,549
0.001
296,375
Exercised
0.001
(25,001)
0.001
(96,039)
Lapsed*
–
(192,168)
–
(20,310)
Outstanding as at 31 December
0.001
864,409
0.001
756,029
Exercisable as at 31 December
0.001
224,596
0.001
221,484
* Due to not fully vesting, retirement or leaving the Group.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
140
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
On 22 April 2024 and 24 May 2024, 274,563 and 50,986 options over ordinary shares of 0.1 pence each in the Company,
respectively, were granted to the Executive Directors and senior executives of the Group under the equity settled
Mortgage Advice Bureau Executive Share Option Plan (the Options) at a fair value of £8.29 and £8.01 respectively.
Exercise of the Options is subject to the service conditions and achievement of performance conditions based on total
shareholder return and earnings per share criteria. Subject to achievement of the performance conditions, the Options
will be exercisable 35 months and 34 months respectively from the date of grant. The exercise price for the Options is 0.1
pence, being the nominal cost of the Ordinary Shares.
Options exercised in April 2024 resulted in 25,001 ordinary shares being issued at an exercise price of £0.01. The price of
the ordinary shares at the time of exercise were £9.22.
For the Options outstanding under the Mortgage Advice Bureau Executive Share Option Plan as at 31 December 2024,
the weighted average remaining contractual life is 4.8 years (2023: 5.9 years). This is calculated on the basis of the final
date that the options can be exercised.
The following information is relevant in the determination of the fair value of options granted during the year under the
equity-settled share-based remuneration scheme operated by the Group.
2024
2023
Option pricing model
Black-Scholes
Black-Scholes
Exercise price
£0.001
£0.001
Expected dividend yield*
3.11%
3.98%
* The expected dividend yield is the weighted average yield for the shares issued during 2024.
The options granted during 2024 are subject to performance criteria based solely on earnings per share performance.
They have a vesting period of 2 years and 11 months and 2 years and 10 months based on the grant date of 22 April 2024
and 24 May 2024 from the date of grant and the calculation of the share-based payment is based on this vesting period
respectively.
Share-based remuneration expense
The share-based remuneration costs for the period are made up as follows:
2024
£’000
2023
£’000
Charge for equity settled schemes
127
177
National Insurance on equity settled schemes
(330)
(13)
Share incentive plan costs
98
143
Free shares awarded to employees
337
293
Charge for equity settled acquisition options
1,555
3,203
Charge for cash settled acquisition options
765
626
Total costs
2,552
4,429
Options exercised during the period resulted in a transfer from the Share option reserve to Retained earnings of £0.2m
(2023: £0.4m) reflected in the consolidated statement of changes in equity.
28. Events after the reporting date
There were no material events after the reporting date which have a bearing on the understanding of these consolidated
financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
141
Governance
Financial Statements
Strategic Report
29. Non-controlling interest (NCI)
Set out below is summarised financial information for each subsidiary that has a non-controlling interest that is material to
the Group.
The amounts disclosed for each subsidiary are their consolidated financial information before inter-company eliminations.
2024
Summarised balance sheet
Project
Finland Topco
Limited
£’000
Current assets
5,388
Current liabilities
(4,676)
Current net assets
712
Non-current assets
11,907
Non-current liabilities
(225)
Non-current net assets
11,682
Net Group assets on consolidation
30,911
Net Assets
43,305
Accumulated NCI
999
Summarised statement of comprehensive income
£'000
Revenue
41,734
Profit for the period and total comprehensive income
1,363
Profit allocated to NCI
214
Dividends paid to NCI
–
Summarised cash flows
£'000
Cash flows from operating activities
838
Cash flows used in investing activities
(331)
Cash flows used in financing activities
(484)
Net increase in cash & cash equivalents
23
Net Group assets on consolidation included above relate to acquired intangible assets and associated deferred tax
liabilities. The profit/(loss) for the period and total comprehensive income includes the amortisation of these acquired
intangible assets and the associated movements in deferred tax.
2023
Summarised balance sheet
First Mortgage
Direct Limited
£’000
Project Finland
Topco Limited
£’000
Total
£’000
Current assets
14,585
2,278
16,863
Current liabilities
(7,125)
(3,605)
(10,730)
Current net assets/ (liabilities)
7,460
(1,327)
6,133
Non-current assets
3,281
11,021
14,302
Non-current liabilities
(1,410)
(1,805)
(3,215)
Non-current net assets
1,871
9,216
11,087
Net Group assets on consolidation
1,349
35,218
36,567
Net Assets
10,680
43,107
53,787
Accumulated NCI
2,386
1,289
3,675
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
142
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Summarised statement of comprehensive income
£’000
£’000
£’000
Revenue
22,602
37,521
60,123
Profit for the period and total comprehensive income
3,731
(7,772)
(4,041)
Profit allocated to NCI
781
(1,345)
(564)
Dividends paid to NCI
692
–
692
Summarised cash flows
£'000
£'000
£'000
Cash flows from operating activities
3,251
550
3,801
Cash flows used in investing activities
(516)
(594)
(1,110)
Cash flows used in financing activities
(3,909)
(875)
(4,784)
Net increase in cash & cash equivalents
(1,174)
(919)
(2,092)
30. Contingent Liabilities
The Group had no contingent liabilities as at 31 December 2024 or 31 December 2023.
31. Ultimate controlling party
There is no ultimate controlling party.
32. Notes supporting statement of cash flows
Cash and cash equivalents for purposes of the statement of cash flows comprises:
Loans and
borrowings
£’000
Leases
£’000
Total
£’000
Balance as at 31 December 2022 and 1 January 2023
23,407
3,947
27,354
Cash Flows:
Repayment of borrowings
(5,350)
–
(5,350)
Principal lease payments
–
(907)
(907)
Interest paid
(1,205)
(107)
(1,312)
Non-cash flows:
New leases
–
13
13
Interest charged
1,320
107
1,427
Unwinding of loan arrangement fees
77
–
77
Lease remeasurement
–
(317)
(317)
Balance as at 31 December 2023 and 1 January 2024
18,249
2,736
20,985
Cash Flows:
Repayment of borrowings
(4,350)
–
(4,350)
Principal lease payments
–
(865)
(865)
Interest paid
(1,329)
(68)
(1,397)
Non-cash flows:
New leases and lease remeasurements
–
2,349
2,349
Interest charged to income statement
1,199
68
1,267
Unwinding of loan arrangement fees
68
–
68
Balance as at 31 December 2024
13,837
4,220
18,057
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
143
Governance
Financial Statements
Strategic Report
Group companies
In accordance with Section 409 of the Companies Act 2006 a full list of subsidiaries, associates and joint ventures,
the address of the registered office, effective percentage of equity owned and the associated nature of each
business as at 31 December 2024 are disclosed below.
Subsidiaries
Company Name
Registered Address
Percentage of
ordinary shares held
(effective holding)
Nature of business
Mortgage Advice Bureau
Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Provision of financial services
Mortgage Advice Bureau
(Derby) Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Provision of financial services
Capital Protect Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Provision of financial services
Mortgage Talk Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Provision of financial services
Talk Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Intermediate holding company
MABWM Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Provision of financial services
First Mortgage Direct Limited
30 Walker Street, Edinburgh, EH3 7HR
100
Provision of financial services
First Mortgage Limited
30 Walker Street, Edinburgh, EH3 7HR
100
Provision of financial services
Property Law Centre Limited
30 Walker Street, Edinburgh, EH3 7HR
100
Provision of financial services
Mortgage Advice Bureau
Australia (Holdings) PTY
limited
Norton Rose Fulbright, Level 18, 225
George Street, Sydney, NSW 2000,
Australia
100
Intermediate holding company
Mortgage Advice Bureau PTY
Limited
Norton Rose Fulbright, Level 18, 225
George Street, Sydney, NSW 2000,
Australia
100
Holding of intellectual
property
Vita Financial Limited
1st Floor Tudor House, 16 Cathedral
Road, Cardiff, CF11 9LJ
75
Provision of financial services
BPR Protect Limited
1st Floor Tudor House, 16 Cathedral
Road, Cardiff, CF11 9LJ
75
Provision of financial services
Company Protection Limited
1st Floor Tudor House, 16 Cathedral
Road, Cardiff, CF11 9LJ
56.3
Provision of financial services
Aux Group Limited
Capital House, Pride Place, Derby,
England, DE24 8QR
75
Provision of financial services
Auxilium Partnership Limited
Capital House, Pride Place, Derby,
England, DE24 8QR
75
Provision of financial services
Project Finland Topco Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Intermediate holding company
Project Finland Bidco Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Intermediate holding company
The Fluent Money Group
Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Intermediate holding company
Fluent Mortgages Holdings
Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Intermediate holding company
Fluent Mortgages Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Provision of financial services
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
144
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Subsidiaries
Company Name
Registered Address
Percentage of
ordinary shares held
(effective holding)
Nature of business
Fluent Mortgages Horwich
Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Provision of financial services
Fluent Lifetime Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Provision of financial services
Fluent Money Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Provision of financial services
Fluent Loans Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Provision of financial services
Fluent Bridging Limited
102 Rivington House Chorley New Road,
Horwich, Bolton, England, BL6 5UE
84.3
Provision of financial services
Mortgage Advice Bureau (UK)
Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
Mortgage Advice Bureau
(Bristol) Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
MAB (Derby) Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
L&P 134 Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
L&P 137 Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
Mortgage Talk (Partnership)
Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
Financial Talk Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
Survey Talk Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
Loan Talk Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
MAB1 Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
MAB Private Finance Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
MAB Financial Planning
Limited
Capital House, Pride Place Pride Park,
Derby, DE24 8QR
100
Dormant
First Mortgage Shop Limited
30 Walker Street, Edinburgh, EH3 7HR
100
Dormant
First Mortgages Limited
30 Walker Street, Edinburgh, EH3 7HR
100
Dormant
Fresh Start Finance Limited
30 Walker Street, Edinburgh, EH3 7HR
100
Dormant
In accordance with Section 479A of the Companies Act 2006, Mortgage Advice Bureau (Holdings) plc is providing an
audit exemption to the following subsidiaries for the year ending 31 December 2024:
Company Name
Company Registration Number
MABWM Limited
07090185
Mortgage Talk Limited
03571948
Talk Limited
05337682
First Mortgage Limited
SC177681
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
145
Governance
Financial Statements
Strategic Report
Company Name
Company Registration Number
Property Law Centre Limited
SC348791
Project Finland Bidco Limited
09960083
The Fluent Money Group Limited
09774736
Fluent Mortgages Holdings Limited
06763065
Fluent Mortgages Limited
05962939
Fluent Mortgages Horwich Limited
14127588
Fluent Lifetime Limited
11226852
Fluent Loans Limited
06890680
Fluent Bridging Limited
13198365
Company Protection Limited
14990690
Associates and joint ventures
Company Name
Registered Address
Percentage of
ordinary shares held
(effective holding)
Nature of business
CO2 Commercial Limited
Profile House, Stores Road, Derby,
DE21 4BD
49
Property surveyors
Sort Group Limited
Burdsall House, London Road, Derby
DE24 8UX
43.25
Conveyancing services
Buildstore Limited
NSB & RC Lydiard Fields, Great
Western Way, Swindon SN5 8UB
25
Provision of financial services
Clear Mortgage Solutions
Limited
114 Centrum House, Dundas Street,
Edinburgh EH3 5DQ
49
Provision of financial services
MAB Broker Services PTY
Limited
Level 5, 2 Elizabeth Plaza, North
Sydney, NSW 2060
48.05
Provision of financial services
The Mortgage Broker Group
Limited
Prospect House 1, Prospect Place,
Derby, DE24 8HG
25
Provision of financial services
Meridian Holdings Group
Limited
68 Pullman Road, Wigston, Leicester,
LE18 2DB
40
Provision of financial services
Evolve FS Ltd
Unit 26-28 Brightwell Barns, 49
Waldringfield Road, Brightwell,
Ipswich, Suffolk, IP10 0BJ
49
Provision of financial services
Heron Financial Limited
Moor Park Golf Club, Moor Park,
Rickmansworth, Hertfordshire,
England, WD3 1QN
49
Insurance agent and broker
M&R FM Ltd
14 Kensington Terrace, Gateshead, NE11
9SL
37
Provision of financial services
Dashly Limited
22 Charterhouse Square, London,
England, EC1M 6DX
18.9
Technology platform
The reporting date for the Group’s associates, as listed in the table above, other than Clear Mortgage Solutions Limited,
MAB Broker Services PTY Ltd, and Dashly Limited is 31 December and their country of incorporation is England and
Wales. The reporting date for Clear Mortgage Solutions Limited is 30 December and its country of incorporation is
England and Wales. The reporting date for the Group’s joint venture, MAB Broker Services PTY Limited, is 30 June and its
country of incorporation is Australia. The reporting date for Dashly Limited is 27 February and its country of incorporation
is England and Wales.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
CONTINUED
146
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
The following parent entity financial statements are prepared under FRS 102 and relate to the Company and not to the
Group. The statement of accounting policies which have been applied to these accounts can be found on page 148.
The Company is a non-trading holding company and has no employees. As permitted by section 408 of the Companies
Act 2006 the Company has elected not to present its own profit and loss account for the year. The Company reported a
profit for the financial year of £16.2m (2023: £16.0m).
Note
2024
£’000
2023
£’000
Fixed assets
Investments
3
14,586
8,565
Current assets
Debtors
4
45,341
45,341
Net assets
59,927
53,906
Capital and reserves
Called up share capital
5
58
57
Share premium accounts
6
55,163
48,155
Capital redemption reserve
6
20
20
Retained earnings
6
4,686
5,674
Total equity
59,927
53,906
The notes on pages 148 to 149 form part of these financial statements.
The financial statements were approved by the Board of Directors on 17 March 2025.
P Brodnicki
E McCarthy
Director
Director
COMPANY STATEMENT
OF FINANCIAL POSITION
as at 31 December 2024
147
Governance
Financial Statements
Strategic Report
Share
capital
£’000
Share
premium
£’000
Capital
redemption
reserve
£’000
Retained
earnings
£’000
Total
Equity
£’000
Balance as at 1 January 2023
57
48,155
20
2,470
50,702
Profit for the year
–
–
–
16,038
16,038
Total comprehensive income
–
–
–
16,038
16,038
Transactions with owners
Share-based payments
–
–
–
3,204
3,204
Dividends paid
–
–
–
(16,038)
(16,038)
Transactions with owners
–
–
–
(12,834)
(12,834)
Balance as at 31 December 2023 and 1 January 2024
57
48,155
20
5,674
53,906
Profit for the year
–
–
–
16,167
16,167
Total comprehensive income
–
–
–
16,167
16,167
Transactions with owners
Issue of shares
1
7,008
–
–
7,009
Share-based payments
–
–
–
1,556
1,556
Options exercise
–
–
–
(2,544)
(2,544)
Dividends paid
–
–
–
(16,167)
(16,167)
Transactions with owners
1
7,008
–
(17,155)
(10,146)
Balance as at 31 December 2024
58
55,163
20
4,686
59,927
COMPANY STATEMENT
OF CHANGES IN EQUITY
for the year ended 31 December 2024
148
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
NOTES TO THE COMPANY STATEMENT
OF FINANCIAL POSITION
as at 31 December 2024
1. Accounting policies
Basis of preparation
The separate financial statements of the Company are
presented as required by the Companies Act 2006 and
have been prepared under the historical cost convention
and in accordance with Financial Reporting Standard 102,
the Financial Reporting Standard applicable in the United
Kingdom and the Republic of Ireland. The FRS 102 reduced
disclosure framework has been applied and the Company
meets the definition of a qualifying entity. The principal
accounting policies are summarised below. They have all
been consistently applied to all years presented.
The preparation of financial statements in accordance
with FRS 102 requires the use of certain critical accounting
estimates. It also requires management to exercise
judgement in applying the company’s accounting policies.
Given the nature of the Company’s business there are
no critical accounting estimates or areas of judgement
required in the preparation of the financial statements.
Cash flow statement
The cash flows of the Company are included in the
consolidated cash flow statement of Mortgage Advice
Bureau (Holdings) plc which is included in this annual
report. Consequently, the Company is exempt under the
terms of FRS 102 from publishing a cash flow statement.
Going Concern
After making enquiries, the Directors have a reasonable
expectation that the Company has adequate resources to
continue in operational existence for the foreseeable future.
For this reason, they continue to adopt the going concern
basis in the accounts.
Investments
Investments in subsidiaries are held at historical cost
less provision for impairment. The carrying values of
investments are reviewed for impairment when events
or changes in circumstances indicate the carrying value
may not be recoverable. Where the Company will settle
a share-based payment transaction in respect of future
consideration payable by a subsidiary for the purchase of
a minority stake relating to an acquisition the cost of the
share-based payment is capitalised.
Share capital
Financial instruments issued by the Company are treated
as equity only to the extent that they do not meet the
definition of a financial liability. The Company’s ordinary
shares are classified as equity instruments. Incremental
costs directly attributable to the issue of new shares are
shown in share premium as a deduction from proceeds.
Dividends
Dividends are recognised when they become legally
payable. In the case of interim dividends to equity
shareholders, this is when they are paid. In the case of
final dividends, this is when they are approved by the
shareholders.
Financial instruments
The Company makes little use of financial instruments
other than intercompany balances and so its exposure
to credit risk and cash flow risk is not material for the
assessment of the assets, liabilities, financial position, and
profit of the Company.
The Directors consider that there is no credit risk on
intercompany balances.
2. Profit for the year
During the year the Company’s only income was
dividends receivable from its subsidiaries. The auditor’s
remuneration for audit and other services is disclosed
in note 6 to the consolidated financial statements for
the Group. Remuneration for the audit of the Company
financial statements is borne by a subsidiary entity.
3. Investments
Subsidiary
undertakings
£’000
Cost
As at 1 January 2024
8,565
Additions
6,021
As at 31 December 2024
14,586
Net book value
As at 31 December 2024
14,586
As at 31 December 2023
8,565
The list of subsidiaries is disclosed in the Group Companies Glossary. The investments made by the Group are disclosed in
Note 15 of the Group Consolidated Financial Statements.
149
Governance
Financial Statements
Strategic Report
4. Debtors
2024
£’000
2023
£’000
Amounts due from Group Undertakings
45,341
45,341
Amounts due from Group undertakings are unsecured, interest free and have no fixed repayment term.
5. Share capital
Issued and fully paid
2024
£’000
2023
£’000
Ordinary shares of 0.1p each
58
57
Total share capital
58
57
During the period 25,001 ordinary shares of 0.1p each were issued following partial exercise of options issued in 2020 and
2021 at no premium. 804,754 ordinary shares were also issued following the exercise of the option over the remaining 20%
stake in First Mortgage Direct Limited, see note 5 of the Group accounts for further details. As at 31 December 2024, there
were 57,956,789 ordinary shares of 0.1p in issue (2023: 57,127,034).
6. Reserves
Reserve
Description and purpose
Share premium
Amount subscribed for share capital in excess of nominal value.
Capital redemption reserve
The capital redemption reserve represents the cancellation of part of the original
share capital premium of the company at par value of any shares repurchased.
Retained earnings
All other net gains and losses and transactions with owners (e.g. dividends) not
recognised elsewhere.
There is no restriction on the distribution of retained earnings.
7. Financial instruments and risk
The only financial assets of the Company is an amount due from other Group undertakings and therefore the Company is
exposed to minimal financial risks. Details of the Group’s management of the financial risk to which it is exposed are set
out in note 22 of the financial statements for the Group.
8. Related party transactions
The Company has taken advantage of the exemption in s33.1A of FRS102 not to disclose transactions with group
companies which are 100% owned.
NOTES TO THE COMPANY STATEMENT OF FINANCIAL POSITION
CONTINUED
150
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Certain numerical information and other amounts and percentages presented have been subject to rounding
adjustments. Accordingly, in certain instances, the sum of the numbers in a column or a row in tables may not
conform exactly to the total figure given for that column or row or the sum of certain numbers presented as a
percentage may not conform exactly to the total percentage given.
APM
Closest equivalent
statutory measure
Definition and purpose
Income statement measures
Administrative expenses
ratio
None
Calculated as administrative expenses (which exclude amortisation of acquired
intangible assets, acquisition costs incurred in the year and non- cash operating
expenses relating to put and call option agreements) divided by revenue.
Adjusted EBITDA
None
Calculated as EBITDA before charges associated with acquisition and
investments, and other adjusting items that the Group deems, by their nature,
require adjustment in order to show more accurately the underlying business
performance of the Group from period to period in a consistent manner.
Charges associated with acquisition or investments in businesses include:
• non-cash charges such as amortisation of acquired intangible assets and the
effect of fair valuation of acquired assets,
• non-cash operating expenses relating to put and call option agreements and
cash charges including transaction costs,
• fair value movements on deferred and contingent consideration, and
• fair value movements on derivative financial instruments.
£m
2024
2023
Gross profit
81.9
70.2
Administrative expenses
(50.5)
(46.7)
Depreciation
1.9
2.1
Amortisation of other intangible assets
0.5
0.3
Share of profit from associates
1.3
0.8
Adjusted EBITDA
35.1
26.7
Adjusted EBITDA margin
None
Calculated as Adjusted EBITDA divided by revenue.
Adjusted operating profit
Operating profit
Calculated as operating profit before charges associated with acquisition and
investments, and other adjusting items that the Group deems, by their nature,
require adjustment in order to show more accurately the underlying business
performance of the Group from period to period in a consistent manner.
Charges associated with acquisition or investments in businesses include:
• non-cash charges such as amortisation of acquired intangible assets and the
effect of fair valuation of acquired assets,
• non-cash operating expenses relating to put and call option agreements and
cash charges including transaction costs,
• fair value movements on deferred and contingent consideration, and
• fair value movements on derivative financial instruments.
£m
2024
2023
Operating profit
24.7
14.0
Amortisation of acquired intangible assets
5.2
5.2
Acquisition costs
0.1
0.2
Non-cash operating expenses relating to put and
call option agreements
2.7
4.3
Non-cash fair value losses on financial instruments
–
0.2
Restructuring costs
–
0.5
Adjusted operating profit
32.7
24.4
GLOSSARY OF ALTERNATIVE PERFORMANCE
MEASURES (“APMS”)
for the Group’s annual report and financial statements
151
Governance
Financial Statements
Strategic Report
APM
Closest equivalent
statutory measure
Definition and purpose
Adjusted profit before
tax
Profit before tax
Calculated as profit before tax before charges associated with acquisition and
investments, and other adjusting items that the Group deems, by their nature,
require adjustment in order to show more accurately the underlying business
performance of the Group from period to period in a consistent manner.
Charges associated with acquisition or investments in businesses include:
• non-cash charges such as amortisation of acquired intangible assets and the
effect of fair valuation of acquired assets,
• non-cash operating expenses relating to put and call option agreements and
cash charges including transaction costs,
• fair value movements on deferred and contingent consideration, and
• fair value movements on derivative financial instruments.
£m
2024
2023
Profit before tax
22.9
16.2
Amortisation of acquired intangible assets
5.2
5.2
Acquisition costs
0.1
0.2
Non-cash operating expenses relating to put and
call option agreements
2.7
4.3
Non-cash fair value losses on financial instruments
–
0.2
Restructuring costs
–
0.5
Unwinding of redemption liability
1.2
(3.3)
Rounding difference
(0.1)
(0.1)
Adjusted profit before tax
32.0
23.2
Adjusted tax expense
Tax expense
Calculated as tax expense before any tax impact of items adjusted in the
Adjusted profit before tax APM
£m
2024
2023
Tax expense
6.8
3.7
tax impact of:
Amortisation of acquired intangible assets
1.3
1.2
Acquisition costs
0.0
0.0
Restructuring costs
–
0.1
Rounding difference
–
0.1
Adjusted tax expense
8.1
5.1
Adjusted earnings
Profit after tax
Calculated as Adjusted profit before tax less Adjusted tax expense.
Attributable to:
2024 - £m
Parent
NCI
Group
Adjusted profit before tax
30.4
1.6
32.0
Adjusted tax expense
(7.7)
(0.4)
(8.1)
Adjusted earnings
22.7
1.2
23.9
Attributable to:
2023 - £m
Parent
NCI
Group
Adjusted profit before tax
20.7
2.5
23.2
Adjusted tax expense
(3.7)
(1.4)
(5.1)
Adjusted earnings
17.0
1.1
18.1
GLOSSARY OF ALTERNATIVE PERFORMANCE MEASURES (“APMS”)
CONTINUED
152
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
APM
Closest equivalent
statutory measure
Definition and purpose
Adjusted profit before
tax (exc. Software Capex)
Profit before tax
Calculated as Adjusted profit before tax with the Software Development costs
(relating to Midas Platform) capitalised during the year reversed and charged
to the income statement.
£m
2024
2023
Adjusted Profit before tax
32.0
23.2
Capitalised development costs
(1.4)
–
Amortisation of development costs
0.1
–
Adjusted profit before tax
(exc. Software capex)
30.7
23.2
Adjusted profit before
tax margin
None
Calculated as Adjusted profit before tax divided by revenue
Adjusted earnings per
share
Basic earnings per
share
Calculated as basic earnings per share before charges (net of tax) associated
with acquisition and investments, and other adjusting items that the Group
deems, by their nature, require adjustment in order to show more accurately
the underlying business performance of the Group from period to period in a
consistent manner. See note 10 for further details.
Adjusted diluted earnings
per share
Diluted earnings
per share
Calculated as diluted earnings per share (basic EPS, adjusting for the effects
of potentially dilutive share options) before charges (net of tax) associated
with acquisition and investments, and other adjusting items that the Group
deems, by their nature, require adjustment in order to show more accurately
the underlying business performance of the Group from period to period in a
consistent manner. See note 10 for further details.
Adjusted diluted earnings
per share (exc. Software
Capex)
Diluted earnings
per share
Calculated as adjusted diluted earnings per share with the Software
Development costs capitalised during the year reversed and charged to the
income statement.
Cash flow measures
Adjusted cash generated
None
Adjusted cash generated is cash generated from operating activities adjusted
for movements in non-trading items, including loans to AR firms and
associates, cash transaction costs, and increases in restricted cash balances as
a percentage of adjusted operating profit.
£m
2024
2023
Cash generated from operating activities
38.6
29.7
Acquisition costs
0.1
0.2
Restructuring costs
–
0.5
Increase in loans to AR firms and associates
1.1
(0.8)
Increase in restricted cash balances
(0.6)
(0.7)
Rounding differences
–
0.1
Adjusted cash generated
39.2
29.0
Adjusted cash conversion None
Adjusted cash conversion is adjusted cash generated as a percentage of
adjusted operating profit
Balance sheet measures
Net debt
None
Loans and borrowings less unrestricted cash balances.
Leverage
None
Net Debt divided by Adjusted EBITDA, expressed as a multiple
GLOSSARY OF ALTERNATIVE PERFORMANCE MEASURES (“APMS”)
CONTINUED
153
Governance
Financial Statements
Strategic Report
AI
Artificial Intelligence
Appointed Representative, AR,
or AR firm
An intermediary firm or person who is party to an agreement with a FCA regulated firm
permitting them to carry out certain regulated activities
AR Agreement
Agreement governing the terms of the commercial relationship between MAB and an
AR firm, and setting out how income from products sold by Advisers of the AR is split
between MAB and the AR
Adviser
A person employed or engaged by an AR firm, carrying out mortgage and/or general or
protection insurance advisory services to customers
AMI
Association of Mortgage Intermediaries
Base Rate
The Bank of England Base Rate is the interest rate that the Bank of England charges banks
for secured overnight lending. It is the UK Government’s key interest rate for enacting its
monetary policy
Bridging finance
Short-term borrowing used to bridge a gap in funding until a property transaction
completes
CBES
Climate Biennial Exploratory Scenario
CDP
Carbon Disclosure Project
CFRD
Climate-related Financial Risk Disclosure
Clawbacks
The right of insurers to reclaim some or all of the commission paid to an intermediary in
the event premiums are not paid by the policy holder in the period during which the policy
holder pays monthly premiums, typically 48 months for protection products for MAB
Client fee
A fee paid by the customer to the intermediary who has arranged the consumer’s
mortgage with a lender
Consumer Duty
The policy statement published by the FCA in July 2022, which aims to set higher and
clearer standards of consumer protection
Corporate Social Responsibility
A type of business self-regulation that aims to contribute to societal goals by engaging in
or supporting ethically-oriented practices (e.g. fundraising for charity)
Directly Authorised
An entity that is directly authorised by the FCA to carry out regulated activities
EPC
Energy Performance Certificate
ESG
Environmental, Social and Governance
ESOS
Energy Savings Opportunity Scheme
Execution only
Refers to a customer entering into a regulated mortgage contract without being given
advice, or where the advice given by a firm has been rejected. This is effectively a self-
service process
FCA
Financial Conduct Authority
FSCS
The Financial Services Compensation Scheme is the UK’s statutory deposit insurance and
investors compensation scheme for customers of authorised financial services firms
FTB
First Time Buyer
GDPR
The General Data Protection Regulation, a regulation in EU law on data protection and
privacy
General insurance
Buildings and contents insurance and certain other non-life insurance products but
excluding protection
GHG
Greenhouse Gas
Gross mortgage lending
New mortgage lending and Product Transfers
Help-to-Buy
UK Government incentives that aim to help first time buyers and those looking to move
homes purchase a residential property. Help-to-Buy schemes include Equity Loans and
Shared Ownership schemes
GLOSSARY OF TERMS
154
Mortgage Advice Bureau (Holdings) plc Annual Report 2024
Intermediary, intermediary firm,
or mortgage intermediary
A firm or individual who arranges mortgages with lenders on behalf of customers, (as
opposed to a lender that the customer approaches directly). An intermediary is either
directly authorised by the FCA or is an appointed representative of a directly authorised
firm
IMLA
The Intermediary Mortgage Lenders Association is a trade association that represents
the views and interests of UK mortgage lenders who are involved in the generation of
mortgage business via professional financial intermediaries
Insurance or insurance products
Includes protection and general insurance
IR35
The UK’s anti-avoidance tax legislation designed to tax disguised employment at a rate
similar to employment
Later Life Lending
Refers to mortgage products aimed at those approaching or already in retirement, who
are looking to release some of the equity in their home for a variety of reasons
Lifetime Mortgage
A type of Later Life Lending whereby no capital or interest repayments are made.
Compounded interest is added to the capital throughout the term of the loan, which is
then repaid by selling the property when the borrower dies or moves out
Mortgage Advice and Selling
Standards
Policy statement issued by the FCA in February 2020 which sets out a package of
remedies aiming to help consumers make better informed choices with regard to
mortgages
Mortgages Market Study
Market study conducted by the FCA in 2019 as a precursor to the Mortgage Advice and
Selling Standards policy statement
Mortgage panel or lender panel
A panel of mortgage lenders used by intermediaries
New build
Encompasses properties built by developers, custom build, self-build and affordable
housing
New mortgage lending
Lending resulting from a mortgage completion in connection with a house purchase or a
re-mortgage with a different lender to the customer’s existing lender
PCW
Price Comparison Website
PPC
Pay-Per-Click
Procuration fee, or Mortgage
procuration fee
A fee paid by a lender to the intermediary who has arranged a mortgage with the lender
Product transfer
The process of switching an existing mortgage product to a new one with the same lender
Protection insurance
Life insurance (including critical illness), family income protection and certain other
insurance products (but excluding general insurance)
SASB
Sustainability Accounting Standards Board
SBTi
Science Based Targets initiative
SDG
Sustainable Development Goals
SECR
Streamlined Energy and Carbon Reporting
Secured personal loan
A loan that uses a property as security, also known as second charge mortgage
Service centres or telephone
centres
MAB’s regional telephone service centres operated by certain AR firms. The services
provided by these centres include reviews of mortgage and related insurance products on
an on-going basis with replacement or new products offered to customers, as appropriate
SM&CR
The Senior Manager and Certification Regime, a regime that aims to raise standards of
governance, increase individual accountability and help restore confidence in the financial
services sector
TCFD
Task Force on Climate-related Financial Disclosures
GLOSSARY OF TERMS
CONTINUED
Mortgage Advice Bureau (Holdings) plc
Capital House
Pride Place
Derby
DE24 8QR