Section 172 (1) Statement

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The following statement is an extract from the Strategic Report of the Autovista Bidco Limited financial statement for the year ended 31 December 2021 which are available from UK Companies House website.  Page references in the statement refer to pages of those financial statements.

Section 172 (1) Statement

The directors have considered their duty under section 172 of the Companies Act 2006 to act in good faith and to promote the success of the Company for the benefit of its shareholders as a whole. In particular, the directors have had regard to:

• likely consequences of any decision in the long term;
• the interests of the Company’s employees;
• the need to foster the Company’s business relationships with suppliers, customers and others
• the impact of the Company’s operations on the community and environment
• the desirability of the Company maintaining a reputation for high standards of business conduct; and
• the need to act fairly as between shareholders of the Company.

This section of the report summarises the Group’s governance structure, which covers the values, and behaviours expected of its employees, engagement with stakeholders and how the directors look to ensure that the Group make decisions that drives long-term value creation.

Decision making, values and governance

• The board is comprised of six highly experienced directors including two executive directors, three non-executive directors and the Chairman. Each member of the board has a vast depth of experience from differing career backgrounds. Whilst there are certain matters that are reserved for the board (or investors), the board otherwise exercises day-to-day decision making through delegated authority to the Executive Management Team and employees. This authority is set out, and continually updated, in the Group Authority Framework (“GAF”).
• The principal decisions made by the company during the financial year were:
  • The acquisition of shares in Riio Marknad & Strategi AB (EV-volumes). EV-volumes is a leading provider of sales and forecast data relating to electric vehicles with a global data reach and customer base. The acquisition brings a complimentary dataset in a high growth area of the Automotive market. This business is expected to drive further shareholder value and greater insight to Autovista customers. Whilst the EV-volumes employees will join the Autovista Group, it is not expected that there will be any other material impact on current employees of EV-volumes as a result of the acquisition.
  • The launch of a new dealer product – Sales Solution Module (SSM).  SSM was launched in the UK as the first milestone in a wider European rollout.  SSM allows dealers access to valuations, live retail prices and repair estimates.  It enables customers to pinpoint the precise value of a vehicle at a glance as well as judge its market appeal and manage KPIs including stock days.  This new product consolidates and enhances our product offering in line with our strategy, and it is expected that this product will transform the way that dealers are able to access business-critical pricing information.
  • The launch of Autovista24. Autovista24 is a news analysis and cutting-edge multimedia content platform providing a vast amount of specialist high-quality analytics, interactive dashboards, and a wealth of information for Europe’s automotive decision-makers.

Suppliers, customers, community and the environment are expected to be positively impacted by these decisions.  Further details of stakeholder engagement are given later in this report.

• The Group’s values of Trust, Integrity, Innovation, Openness, Inclusion and Respect were chosen by employees and are core to the Group and set the tone for how employees treat each other and customers. These values are consistently referenced in employee communications, training and a quarterly awards scheme that recognises employees that demonstrate these. These values together with the approach to flexible working has helped develop the framework of the Group’s culture, which is reinforced through the actions of the Executive Management Team.
• The Group has a clear strategy which has been communicated to all employees throughout the business. This strategy ensures that all employees are clear on the focus of the business both in short term and long term (following five years). Each year, the Board undertakes a detailed review of the Group’s strategy including the business plan for the following five years. Once approved by the Board the plan and strategy form the basis for financial budgets, resource plans and investment decisions. The board typically meets monthly to review the performance of the Group, engages in strategic discussions, approves plans of action to provide support to the Group through its various stages of growth and maintains an oversight of risk and compliance.
• The directors operate alongside a dedicated Group Risk and Compliance (GRC) and Legal team which is responsible for identifying, managing and reporting risk across the Group, ensuring compliance with policies, laws and regulations that govern the Group’s operating activities and supporting appropriate governance and decision-making. This also includes Business Continuity Planning across the Group with the aim of ensuring the safety of employees and the continued ability to operate under adverse trading conditions including a global pandemic, severe weather, virus threats or global conflict. The risk framework includes a number of Group policies which help support s172 requirements including the Anti-slavery and Human Tracking policy, Anti-bribery, Anti-facilitation of tax evasion and Whistleblowing policies. These policies are available on the Group intranet and have been included in training sessions. During the year, the company launched a series of GRC training modules covering Governance, Risk and Compliance, Anti-Bribery and Corruption, Modern Slavery, Anti-facilitation of Tax Evasion, and Cyber Crime Awareness. Over 92% of all employees in the Group had completed these modules at the date of this report.

Stakeholder engagement: Investor, employees, customers, suppliers and community and environment

• Investor – investors holding a majority of all investor-voting shares are entitled to appoint any number of persons as investor directors. The quorum for Board meetings requires one investor director to attend. There were eleven regular Board meetings in 2021 and at each meeting at least one investor director was present. The Board is committed to openly engaging with its investors through regular meetings and calls so that the investors understand the strategy and objectives and any feedback, issues or questions can be properly considered.
• Employees – the Group’s employees are fundamental to the success of the business and the Group strives to be a fair, equitable and inclusive employer in its approach to pay, benefits and career development.  As a “Fully Flexible” (remote working) organisation, our goal is for our people to feel free to work where, when and how they choose to enable colleagues to balance their personal interests with their work commitments and deliverables, to support a happier and healthier way of life. In our high-performing culture, performance is judged on output and colleauges are trusted to manage their working time effectively to meet work deadlines and goals whilst ensuring that their wellbeing is prioritised.  In 2021, Autovista Group launched a health and wellbeing platform for all employees to access training and undertake workstation risk assessments to ensure they are working safely and comfortably at home. The platform includes mental health awareness training for all colleagues. Mental Health is further supported via a team of trained Mental Health First Aiders and access to the Group’s Employee Assistance Programme. The Group has a schedule of online social events available throughout the year to all employees via its Autovista Connects initiative. Examples of two-way employee involvement include ‘Town Hall’ webinars, an active Employee Forum (with representatives from each country), local staff boards, employee feedback surveys and daily Group-wide communication through the company intranet “Chassis”, which includes business news, people news, tools and resources, with over 85% of our employees actively engaging with the site on a regular basis. Autovista Group has a strong in-house Learning & Development programme, giving employees the opportunity to learn, reach their potential and develop successful careers in a company they can be proud to be a part of. In 2021, the Group’s Learning & Development team delivered 48 courses comprised of 129 training sessions that reached over 86% of employees. The first wave of director training on “Directors’ Duties and Corporate Governance” was rolled out for legal directors across the Group and the Executive Management Team, as a useful introduction or refresher of the duties of a legal director and best practice when it comes to corporate governance.
• Customers – the Group aims to provide high quality data and information to its customers and prides itself on developing high quality data products and services using innovation and proven research and development processes. The Group has a dedicated market research function responsible for working with customers to understand their business information needs prior to any new product development and at key points in the development process. This helps to steer the creation of new products and the redevelopment of existing ones, such as our Sales Solution Module.
• Suppliers – the Group aims to act responsibly and fairly in its engagement with suppliers and lenders since these parties are integral to the success of the business. Management monitors timely payment of supplier invoices on a monthly basis supported by business systems.
• The Group is required to meet once a year with its lenders and in practice, meetings with lenders are held on a regular basis to update on past performance and future expectations.
• Community and the environment – the Group has implemented an Environmental, Social & Governance (ESG) programme, enabling us to embed ESG into our corporate strategy. We have a dedicated ESG Steering Committee with representatives from across the business actively promoting and driving the programme, which includes sustainability, social responsibility, employee wellbeing, robust governance, and fundraising for our charity partner UNICEF.  The programme is fully supported by the Executive Management Team and consists of three key objectives with goals under each objective:
  • Igniting Opportunity: We believe in social mobility and ensuring that whatever an individual’s background or current circumstances, they have equal opportunity to pursue and fulfil their ambitions. We aim to tackle inequality wherever we see it, ensuring a fair outcome for all.  During 2021, we completed our first Autovista internships programme and ran our first virtual work experience programme for disadvantaged young people in the UK.  We have also granted all employees two paid volunteer days per year benefitting local charities and communities.
  • Championing future rights and skills: For our employees, our business, our customers and our community to succeed in the 21st century, we need to be inclusive, digital, carbon literate, and accessible – all of which champion our values and skills we develop through training and community investment. Our ESG team have been independently certified by the Carbon Literacy Project and have used these skills to develop an internal, comprehensive “Climate Change Essentials” training package which all employees will be required to complete during 2022.
  • Nurturing the environment to thrive: We appreciate that the impact of climate change falls most heavily on those least able to respond. We have a duty to lower our carbon footprint, while helping our community to build greater resilience. We have recently completed a company-wide carbon footprint assessment against all our scope 1, 2 & 3 emissions, which will enable us to achieve carbon neutrality by 2025. The first steps toward this goal that we have already completed include ensuring our data centre suppliers are using 100% renewable energy and implementing a travel policy and travel tracker for all employees.

On behalf of the board

G Catron

Director

28 April 2022

Modern Slavery Act 2015: Transparency Statement for the Autovista Group

Modern slavery is a crime and a violation of fundamental human rights. It takes various forms, such as slavery, forced and compulsory labour, and human trafficking, all of which involve the deprivation of a person’s liberty by another in order to exploit them for personal or commercial gain.

The Autovista Group has a zero-tolerance approach to any forms of slavery and is committed to maintaining and, where necessary, improving our practices with the aim of combatting any slavery, forced and compulsory labour and human trafficking in our corporate, commercial and operational activities, thus ensuring high ethical standards are demonstrated and maintained at all times by all of our employees, stakeholders, partners customers and suppliers.

Our Code of Ethics (2025) (and its successor, the JD Power Code of Business Ethics (2026)), are policy documents applicable to all employees and individuals acting on our behalf, underpinning our ethical trading position. It outlines the Autovista Group’s commitment to lawful, ethical, and honest business conduct, emphasising integrity, independence, and fairness, and mandates compliance with applicable laws and regulations, including topics such as anti-slavery and anti-bribery. Breaches of the Code of Ethics may have serious consequences, including dismissal or termination of contractual arrangements.

Our Business

The Autovista Group, comprising the UK parent company Autovista Bidco Limited and its subsidiaries (the “Group”), is a leading provider of insights, intelligence and data in the automotive industry, including the provision of pricing insights, along the entire lifecycle of a vehicle across more than 20 countries. Our highly-respected, market-leading brands include Autovista, Autovista24, Eurotax, EV Volumes, Glass’s, Rødboka and Schwacke.

This statement is made on behalf of Autovista Bidco Limited for itself and each of its subsidiaries. This statement sets out the steps we have taken to prevent slavery, forced and compulsory labour and human trafficking from occurring within our organisation and our supply chains. 

Our Policies on Slavery and Human Trafficking

The importance of acting with integrity and complying with applicable laws, including (but not limited to) the UK Modern Slavery Act 2015, is reflected in various of the Group’s policies. These are reviewed periodically, to check that they are still relevant and fit for purpose, with a view to increasing their effectiveness, and updated accordingly.

Our Anti-Slavery and Human Trafficking policy reflects our commitment to behaving ethically and with integrity in all our business relationships. It emphasises the Group’s zero-tolerance approach to slavery and human trafficking and requires all individuals to notify either their line manager, their People & Culture (HR) Partner or the Group’s Legal Team in the event of any concerns or suspicions concerning slavery, forced and compulsory labour or human trafficking. Alternatively, all individuals can report any concerns or suspicions anonymously via the Group Whistleblowing application, whereby support and protection will be afforded to those who raise concerns. These concerns would then be escalated to the Chief Compliance Officer for investigation and further escalated (if required) to the Global Compliance Committee.

Recruitment standards

We commit to adhering to the following four UN Global Compact labour principles throughout our operations:

1. Freedom of association and the effective recognition of the right to collective bargaining.
2. Elimination of all forms of forced and compulsory labour.
3. Effective abolition of child labour.
4. Elimination of discrimination in respect of employment and occupation.

We ensure that all employees working for us are engaged in accordance with applicable laws and are paid the minimum wage of their country of employment. We undertake right to work checks in accordance with local requirements on all employees prior to them commencing their employment which includes (but is not limited to) checking, where applicable, that the employee is of an appropriate age to work.

Whistleblowing policy

All employees who have any concerns that any slavery, or any other wrongdoing, may be occurring in any part of the Group’s organisation or supply chains are encouraged to notify senior management so that the issue can be escalated appropriately and investigated effectively. The Group has processes and policies in place to protect whistleblowers and their anonymity. The Group also has an anonymous whistleblowing application in operation, which is a simple, secure, anonymous and confidential way in which staff can communicate misconduct (or suspected misconduct), including in relation to slavery matters. There are links to the whistleblowing application in various places on the employee intranet, including the homepage, and in the Group’s Whistleblowing policy itself. In accordance with this policy, staff can also raise concerns with our People and Culture (HR) Team or the Group Legal Team in confidence to discuss any wrongdoing. We also periodically host employee forums, which promote transparency and offer employees another route to raise any concerns they may have.

Policy accessibility

All of our policies, including those mentioned above, are available on the employee intranet. This ensures that (i) they are readily and easily accessible by all of our employees, and (ii) the prevention of modern slavery from occurring within the Group’s business and its supply chain is embedded as standard practice. All policies, documents and communications are primarily in English, with some in local languages where necessary.

Our Supply Chains

The Group sources data, including market observations, for its products from a variety of reputable data suppliers, such as vehicle manufacturers, car portals, auction houses and dealers. Our supply chains include suppliers from a number of sectors, particularly the motor industry, IT software and hardware, and professional services. We also occasionally use agencies to supply agency staff. 

We seek to ensure that those within our supply chains align with our ethics and values. In some cases we review commitments made by our suppliers in their policies and statements. Further, wherever possible, we seek to include appropriate provisions requiring compliance with applicable laws in our supplier contracts, and include specific reference to modern slavery legislation (for example, the UK Modern Slavery Act 2015 or the Australian Modern Slavery Act 2018). The standard contractual provisions stipulate, amongst other things, that (i) suppliers shall take steps to ensure there is no slavery or human trafficking in its supply chains or in any part of its business, (2) suppliers must notify the Group as soon as it becomes aware of any actual or suspected slavery or human trafficking in its supply chain, and (iii) the Group can terminate the agreement with the supplier in the event of a breach of these obligations. The contractual terms also include warranties relating to information provided by suppliers in relation to slavery matters.

To date, and to our knowledge and understanding, we are not aware of any slavery or human trafficking in our supply chains. If we were to become aware of any such activity, the Chief Compliance Officer would undertake an urgent and thorough investigation and consider the appropriate action which is to be taken, which could include working with the relevant supplier to ensure that effective measures are implemented to address the issue, or terminating our business relationship with that supplier.

Supplier Code of Conduct

All suppliers who are engaged by the Group must agree to our Supplier Code of Conduct (the “Code”), which sets out the standards the Group expects in relation to various matters, including compliance with anti-slavery legislation, regulations and directives and its reporting obligations in the countries and communities in which the supplier and its supply chain operate. In circumstances where the new supplier fails to agree to the Code, they are required to provide various policies and statements to the Group for review by the Group’s Head of ESG, including their modern slavery policy and statement, to ensure that such suppliers have established processes, procedures and protections in place.

Our Values

New organisation-wide values which include a focus on collaboration, accountability, integrity and trust, were introduced in 2025. We talk in detail about our values and how they are reflected in practice on our corporate website and we have a page on our employee intranet dedicated to our values.

Social Audits

In October 2025, EcoVadis, a leader in providing business sustainability ratings, undertook an audit of the Group which included a review of the Group’s management systems relating to Environmental, Labour and Human Rights and specifically in the following areas: employees’ health and safety; working conditions; labour relations; child and forced labour; diversity, discrimination & harassment; and external stakeholder human rights. As a result of the audit, EcoVadis awarded the Group its Bronze Award in recognition of the quality of the Group’s various management systems, which places the Group among the top 30% of businesses assessed by EcoVadis worldwide.

Awareness

To ensure that our employees across the Group have a base level of understanding of the risks of slavery and human trafficking in our supply chains and our business, all employees are periodically required to re-read key Group policies, including (amongst others) our Anti-Slavery and Human Trafficking policy, our Anti-Bribery & Corruption policy and our Code of Ethics and sign an acknowledgement form that they have read and understood the contents and requirements of the policies.

We also raise awareness of slavery and human trafficking through our mandatory annual Governance, Risk and Compliance training, which is reviewed periodically and which includes a module on preventing slavery (the “GRC Training”). On an annual basis, all employees are required to complete the GRC Training within a specified time period. All new starters are also required to complete this training when they join the Group as part of the employee induction process. After finishing the training, employees are required to demonstrate their understanding by completing a questionnaire, which is updated annually. Towards the end of 2025, the GRC Training was reviewed and certain modules were, where necessary, re-recorded, and a refreshed set of questions to accompany the GRC Training was finalised.

We also continue to register our modern slavery statements with the UK Government’s modern slavery statement registry to enhance the transparency and accessibility of our commitments in relation to anti-slavery. Our registration in 2025 for the period 1 January 2024 to 31 December 2024 can be found on the UK Government’s website.

Further Steps

We will continue to provide our employees with the necessary training and resources to ensure a commitment to the highest standards of ethical behaviour, and in 2026 employees will be required to recomplete the updated GRC Training and the refreshed set of questions.  

In 2026, we intend to take further steps to increase oversight of our supply chain by continuing to consolidate the information we hold on our suppliers, including acceptance of the Code by suppliers, in order to improve our tracking and reporting abilities, and awareness of any slavery risks in our supply chain.

The Group’s Legal team is committed to ensuring that the Group is aware of any developments in the prevention of slavery and will continue to attend relevant training courses and disseminate useful information and guidance.

Our commitment to a sustainable business will be independently verified in 2026 through our reassessment by EcoVadis. Through this reassessment, the Group is able to validate its commitment to ethical practices, and we are striving to match or improve our EcoVadis rating each year.

Section 54(1)

This statement is made pursuant to section 54(1) of the Modern Slavery Act 2015 and constitutes our slavery and human trafficking statement for the financial year ending 31 December 2025. This statement has been authorised and approved by the board of directors of Autovista Bidco Limited.

Signed:  

Authorised signatory, for and on behalf of Autovista Bidco Limited

Date:                           2026