Company registration number 03194555 (England and Wales)
VISTASTAR LEISURE PLC
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
VISTASTAR LEISURE PLC
COMPANY INFORMATION
Directors
K S Sandhu
R Sandhu
Secretary
R Sandhu
Company number
03194555
Registered office
29/30 Fitzroy Square
London
W1T 6LQ
Auditor
Goodman Jones LLP
29/30 Fitzroy Square
London
W1T 6LQ
Business address
c/o Gold's Gym (UK) Ltd
1 Sheepcote Road
Harrow
Middlesex
HA1 2JN
Bankers
HSBC Bank Plc
38 Canada Place
Canary Wharf
London
E14 5AH
VISTASTAR LEISURE PLC
CONTENTS
Page
C.E.O. Statement
1
Strategic report
2 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Profit and loss account
9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 31
VISTASTAR LEISURE PLC
C.E.O. STATEMENT
FOR THE YEAR ENDED 31 MARCH 2023
- 1 -

The financial year ended 31st March 2023 demonstrated the continued recovery from the Covid-19 pandemic which resulted in a pre-tax profit of £1,204,436. This was a significant improvement on the prior year results where a pre-tax loss of £63,597 was reported. I am pleased to report the strength of the recovery has and continues to exceed all our expectations. We are very fortunate that our strong management and control systems have helped us minimize the losses.

 

It was very pleasing to see the membership numbers increasing each month with the business recovering strongly.

 

Results and Operations

Having committed to significant levels of re-investment in our product over the years and more significantly since 2018, this has contributed to the strong recovery we are now seeing. The three key performance indicators that we monitor continuously are New Membership Sales, The Attrition Rates & Yield Per Member. I can confirm that our membership levels are increasing steadily, our attrition levels are lower than the levels set as the industry standard and our yield per member has grown significantly, currently at its highest level.

 

As is common in this industry, leisure trends are continually evolving. We monitor this very closely by ensuring we continuously adapt to the needs of the business. With this mindset, I am confident that we have and will stay ahead of market trends. Furthermore, we give great thought to future strategies for the enhancement of our business as has been demonstrated in past years of trading.

 

We have restructured the group internally with strong systems and efficient operations. This is clearly evident by the on-going rapid recovery of the business.

 

The Years Ahead

The business has continued its recovery during 2023. The Health Club Membership numbers are still rising, attrition is very steady with the yield per member gradually increasing thus showing overall growth. Additionally, the hotel continues to report a strong turnover and profit position. The results for the year ended 31 March 2024 are forecast to continue to show good levels of profitability throughout the business.

I am convinced and extremely confident that we are well positioned to take advantage of the upturn. I strongly believe that our immediate recovery is testimony to our organization as a whole and can say with assurance that we remain very buoyant about the Group's future prospects and growth potential in the medium and long term.

 

Finally, I would like to take this opportunity to personally thank all staff and members of the management team along with our suppliers for their support and commitment. It is very much appreciated, and we look forward to continuing working closely with all. I am very grateful.

 

K S Sandhu
C.E.O.
9 February 2024
VISTASTAR LEISURE PLC
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 2 -

The directors present the strategic report for the year ended 31 March 2023.

Review of the business

 

The directors are satisfied with the results for the year under review given the impact of the Covid-19 pandemic.

The directors are excited about the groups future prospects and look forward to the future with confidence.

Financial Instruments and risk

 

The Group's financial instruments comprise borrowings, cash and liquid resources, and various net working capital items, such as trade debtors and trade creditors. The main purpose of these financial instruments is to fund that part of the Group's operations not financed by way of equity.

It is the Group's policy not to trade in financial or derivative instruments.

The Group's and Company's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group and Company should be able to operate under the terms of the current long-term facilities that are in place.

The directors have reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

 

Key performance indicators

 

 

2023      2022

 

Turnover £6,824k      £4,178k

 

Operating Profit /(Loss) £1,657k £144k

 

Operating Profit /(Loss) % 24%      3%

 

Profit /(Loss) before tax £1,204k £(63)k

 

Post balance sheet events and going concern

 

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future.

 

As detailed in note 19, the group has bank facilities that expire within the next 12 months. The directors are in advanced negotiations to renew their borrowing facilities with their lenders and they are expected to finalise the terms in due course.

 

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

VISTASTAR LEISURE PLC
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -
Section 172(1) statement

The board considers that they have adhered to the requirements of section 172 of the Companies Act 2006 (the “Act”) and have, in good faith, acted in a way that they consider could be most likely to promote the success of the group for the benefit of its shareholders and, in doing so, have had regard to and recognised the importance of considering all stakeholders and other matters (as set out in s.172(1)(a-f) of the Act) in its decision making.

The board acknowledges that the business can only grow and prosper over the long-term if it understands and respects the views and needs of the group’s customers, employees, suppliers, lenders and other stakeholders to whom we are accountable, as well as the environment we operate within.

 

The directors ensure that the requirements or section 172 are always met and considered through a combination of the following:

 

Employees

 

The group has continued to maintain the commitment to employee involvement throughout the business. Employees are kept well informed of the performance and objectives of the group through personal briefings, regular meetings and e-mail.

 

Customers

 

The group’s customers are individual users of the gyms and hotel. The group has continued to work to ensure customers’ needs are met properly with robust continuity plans. This includes regular review of customers' health and safety whilst using the gyms and hotel. The impact of decisions made by the board on customers are considered to ensure continued good relationships.

 

Suppliers

 

The directors have increased their consideration of the financial health of suppliers to ensure business continuity and support the long-term success of the business. This includes more robust analysis of financial statements to ensure risks of failure are limited.

On behalf of the board

K S Sandhu
Director
9 February 2024
VISTASTAR LEISURE PLC
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 4 -

The directors present their annual report and financial statements for the year ended 31 March 2023.

Principal activities
The principal activities of the company continued to be the property holding company of the group.  The trade of health & fitness clubs and providing hotel facilities are the principal activities of Golds Gym (UK) Limited and The Continental Hotel Limited respectively.
Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £180,000. The directors do not recommend payment of a further dividend.

Directors

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

K S Sandhu
R Sandhu
Statement of directors' responsibilities

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

 

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

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements 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.

Statement of disclosure to auditor

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

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

VISTASTAR LEISURE PLC
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 5 -
On behalf of the board
K S Sandhu
Director
9 February 2024
VISTASTAR LEISURE PLC
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VISTASTAR LEISURE PLC
- 6 -

Qualified opinion on financial statements

We have audited the financial statements of Vistastar Leisure Plc (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the possible effects of the matter described in the Basis for qualified opinion paragraph, the financial statements:

Basis for qualified opinion

The group has an accounting policy of revaluing the freehold land and buildings included within tangible fixed assets and the holding company of the group has an accounting policy of treating these same properties as investment properties held at fair value. The properties are valued as fully equipped operational properties and having regard to their trading potential. Under FRS 102 property, plant and equipment revaluations shall be made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the reporting period. Under FRS 102 investment property shall be carried at fair value at each reporting date. The group has not undertaken a valuation as at 31 March 2022. As the valuation basis is operational and trading based, the valuation is likely to have materially changed at that date, particularly in view of recent trading as a result of the pandemic, and the recovery from this, although as no formal valuation has been undertaken it is not practicable to quantify the financial effects of any valuation change. Therefore, the comparative figure for Land and Buildings in the group Balance Sheet, and the comparative figure for Investment properties in the company Balance Sheet could be materially misstated. Furthermore, the revaluation and associated deferred tax charge that has been reflected in the current year to revalue the properties from the comparative figure used at 31 March 2022 to their fair values as at 31 March 2023 could also be materially misstated, with an element of these movements relating to the comparative year or before.

 

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

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

 

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

VISTASTAR LEISURE PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VISTASTAR LEISURE PLC
- 7 -

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

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

 

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

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 parent company and group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or 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 Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance,but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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.

VISTASTAR LEISURE PLC
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VISTASTAR LEISURE PLC
- 8 -

Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related to industry sector regulations and unethical and prohibited business practices, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and UK Tax Legislation. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls). Appropriate audit procedures in response to these risks were carried out. These procedures included:

 

 

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members; and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

 

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

 

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

Use of our report

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

Matthew Cook (Senior Statutory Auditor)
For and on behalf of Goodman Jones LLP
9 February 2024
Chartered Accountants
Statutory Auditor
29/30 Fitzroy Square
London
W1T 6LQ
VISTASTAR LEISURE PLC
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2023
- 9 -
2023
2022
Notes
£
£
Turnover
3
6,824,440
4,178,050
Cost of sales
(2,879,358)
(2,410,832)
Gross profit
3,945,082
1,767,218
Administrative expenses
(2,287,355)
(1,960,947)
Other operating income
-
337,893
Operating profit
4
1,657,727
144,164
Interest payable and similar expenses
8
(453,291)
(207,761)
Profit/(loss) before taxation
1,204,436
(63,597)
Tax on profit/(loss)
9
(156,054)
(406,690)
Profit/(loss) for the financial year
1,048,382
(470,287)
Profit for the financial year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

VISTASTAR LEISURE PLC
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023
- 10 -
2023
2022
£
£
Profit/(loss) for the year
1,048,382
(470,287)
Other comprehensive income
Revaluation of tangible fixed assets
8,630,221
-
0
Tax relating to other comprehensive income
(2,001,284)
-
0
Other comprehensive income for the year
6,628,937
-
0
Total comprehensive income for the year
7,677,319
(470,287)
Total comprehensive income for the year is all attributable to the owners of the parent company.
VISTASTAR LEISURE PLC
GROUP BALANCE SHEET
AS AT
31 MARCH 2023
31 March 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
11
31,097,673
22,791,050
Current assets
Debtors
16
2,707,126
1,759,876
Cash at bank and in hand
852,128
1,549,245
3,559,254
3,309,121
Creditors: amounts falling due within one year
17
(11,207,563)
(2,430,500)
Net current (liabilities)/assets
(7,648,309)
878,621
Total assets less current liabilities
23,449,364
23,669,671
Creditors: amounts falling due after more than one year
18
-
(9,620,025)
Provisions for liabilities
Deferred tax liability
21
3,618,289
1,715,890
(3,618,289)
(1,715,890)
Net assets
19,831,075
12,333,756
Capital and reserves
Called up share capital
23
12,502
12,502
Revaluation reserve
13,849,569
7,220,632
Profit and loss reserves
5,969,004
5,100,622
Total equity
19,831,075
12,333,756
The financial statements were approved by the board of directors and authorised for issue on 9 February 2024 and are signed on its behalf by:
09 February 2024
K S Sandhu
R Sandhu
Director
Director
Company registration number 03194555 (England and Wales)
VISTASTAR LEISURE PLC
COMPANY BALANCE SHEET
AS AT 31 MARCH 2023
31 March 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investment property
12
28,250,000
19,543,458
Investments
13
1,102
1,102
28,251,102
19,544,560
Current assets
Debtors
16
4,088,807
3,811,508
Cash at bank and in hand
96,368
819,143
4,185,175
4,630,651
Creditors: amounts falling due within one year
17
(14,762,831)
(5,658,679)
Net current liabilities
(10,577,656)
(1,028,028)
Total assets less current liabilities
17,673,446
18,516,532
Creditors: amounts falling due after more than one year
18
-
(9,559,617)
Provisions for liabilities
Deferred tax liability
21
3,362,135
1,360,851
(3,362,135)
(1,360,851)
Net assets
14,311,311
7,596,064
Capital and reserves
Called up share capital
23
12,502
12,502
Revaluation reserve
11,252,240
4,623,303
Profit and loss reserves
3,046,569
2,960,259
Total equity
14,311,311
7,596,064

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account

and related notes. The company’s profit for the year was £6,895,247 (2022: £206,433).

The financial statements were approved by the board of directors and authorised for issue on 9 February 2024 and are signed on its behalf by:
09 February 2024
K S Sandhu
R Sandhu
Director
Director
Company registration number 03194555 (England and Wales)
VISTASTAR LEISURE PLC
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 13 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2021
12,502
7,547,236
5,368,245
12,927,983
Year ended 31 March 2022:
Loss and total comprehensive income
-
-
(470,287)
(470,287)
Dividends
10
-
-
(123,940)
(123,940)
Transfers
-
(326,604)
326,604
-
Balance at 31 March 2022
12,502
7,220,632
5,100,622
12,333,756
Year ended 31 March 2023:
Profit for the year
-
-
1,048,382
1,048,382
Other comprehensive income:
Revaluation of tangible fixed assets
-
8,630,221
-
8,630,221
Tax relating to other comprehensive income
-
(2,001,284)
-
0
(2,001,284)
Total comprehensive income
-
6,628,937
1,048,382
7,677,319
Dividends
10
-
-
(180,000)
(180,000)
Balance at 31 March 2023
12,502
13,849,569
5,969,004
19,831,075
VISTASTAR LEISURE PLC
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 14 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2021
12,502
4,949,907
2,964,028
7,926,437
Year ended 31 March 2022:
Loss and total comprehensive income for the year
-
-
(206,433)
(206,433)
Dividends
10
-
-
(123,940)
(123,940)
Transfers
-
(326,604)
326,604
-
Balance at 31 March 2022
12,502
4,623,303
2,960,259
7,596,064
Year ended 31 March 2023:
Profit and total comprehensive income
-
-
6,895,247
6,895,247
Dividends
10
-
-
(180,000)
(180,000)
Other movements
-
6,628,937
(6,628,937)
-
Balance at 31 March 2023
12,502
11,252,240
3,046,569
14,311,311
VISTASTAR LEISURE PLC
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
963,039
350,754
Interest paid
(453,291)
(207,761)
Income taxes paid
(5,440)
(193,360)
Net cash inflow/(outflow) from operating activities
504,308
(50,367)
Investing activities
Purchase of tangible fixed assets
(406,468)
(104,573)
Net cash used in investing activities
(406,468)
(104,573)
Financing activities
Repayment of bank loans
(569,715)
(464,888)
Payment of finance leases obligations
(70,326)
(83,377)
Dividends paid to equity shareholders
(180,000)
(123,940)
Net cash used in financing activities
(820,041)
(672,205)
Net decrease in cash and cash equivalents
(722,201)
(827,145)
Cash and cash equivalents at beginning of year
1,548,417
2,375,562
Cash and cash equivalents at end of year
826,216
1,548,417
Relating to:
Cash at bank and in hand
852,128
1,549,245
Bank overdrafts included in creditors payable within one year
(25,912)
(828)
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
- 16 -
1
Accounting policies
Company information

Vistastar Leisure Plc (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 29/30 Fitzroy Square, London, W1T 6LQ.

 

The group consists of Vistastar Leisure Plc and all of its subsidiaries.

1.1
Accounting convention

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

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

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

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

 

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 17 -
1.3
Basis of consolidation

Subsidiaries are consolidated from the date of their acquisition, being the date on which the Group obtains control and continue to be consolidated until the date that such control ceases. Control comprises the power to govern the financial and operating policies of the investee so as to obtain benefit from its activities. All transactions with subsidiaries and intercompany profits or losses are eliminated on consolidation.

 

All financial statements are made up to 31 March 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

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

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future.

 

As detailed in note 19, the group has bank facilities that expire within the next 12 months. The directors are in advanced negotiations to renew their borrowing facilities with their lenders and they are expected to finalise the terms in due course.

 

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover
Turnover represents amounts receivable for the provision of gym memberships and related services, hotel room bookings, restaurant and bar receipts and rent.
1.6
Tangible fixed assets

Tangible fixed assets are stated at cost or valuation less depreciation. Depreciation is provided at rates calculated to write off the cost or valuation less estimated residual value of each asset over its expected useful life, as follows:

Land and buildings Freehold
Over 50 years straight line
Land and buildings Leasehold
Over 20 years straight line
Plant and machinery
10% - 20% Straight line
Fixtures, fittings & equipment
15% - 20% Straight line
Motor vehicles
25% Reducing balance
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 18 -

No depreciation is provided in respect of freehold land.

 

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

Investment properties whose fair value can be measured reliably are measured at fair value. The surplus or deficit on revaluation is recognised in the profit and loss account accumulated in the profit and loss reserve unless a deficit below original cost, or its reversal, on an individual investment property is expected to be permanent, in which case it is recognised in the profit and loss account for the year.

1.7
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Transaction costs are expensed to profit or loss as incurred. Changes in fair value are recognised in other comprehensive income except to the extent that a gain reverses a loss previously recognised in profit or loss, or a loss exceeds the accumulated gains recognised in equity; such gains and loss are recognised in profit or loss.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.9
Cash and cash equivalents

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

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 19 -
1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

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

 

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

Basic financial assets

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

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 20 -
Basic financial liabilities

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

 

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

 

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

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Derivatives

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

 

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.12
Taxation

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

Current tax

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

Deferred tax

Deferred tax is provided in full in respect of taxation deferred by timing differences between the treatment of certain items for taxation and accounting purposes. The deferred tax balance has not been discounted.

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 21 -
1.13
Employee benefits

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

 

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

 

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

1.14
Retirement benefits

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

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

1.16
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.17
Foreign exchange

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to profit and loss account.

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 22 -
2
Judgements and key sources of estimation uncertainty

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

 

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

 

Revaluation of investment properties

 

The company carries its investment property at fair value, with changes in fair value being recognised in profit or loss. The company has used directors’ valuations on investment properties which are based on independent valuations and third party interest. The key assumptions used to determine the fair value of investment property are further explained in Note 12.

 

3
Turnover and other revenue

An analysis of the group's turnover is as follows:

2023
2022
£
£
Turnover analysed by class of business
Hotelier
2,352,818
979,769
Health club
4,471,622
3,198,281
6,824,440
4,178,050
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
6,824,440
4,178,050
2023
2022
£
£
Other revenue
Grants received
-
337,893
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Government grants
-
(337,893)
Depreciation of owned tangible fixed assets
730,066
795,249
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 23 -
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
6,500
6,500
Audit of the financial statements of the company's subsidiaries
18,800
18,800
25,300
25,300
6
Employees

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

2023
2022
Number
Number
Employees
68
59
Total
68
59

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
1,822,479
1,365,820
Social security costs
39,065
12,711
Pension costs
15,117
14,462
1,876,661
1,392,993
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
276,000
86,000
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 24 -
8
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
452,545
205,501
Other finance costs:
Interest on finance leases and hire purchase contracts
746
2,260
Total finance costs
453,291
207,761
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
254,939
64,064
Deferred tax
Origination and reversal of timing differences
(98,885)
342,626
Total tax charge
156,054
406,690

The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit/(loss) before taxation
1,204,436
(63,597)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
228,843
(12,083)
Tax effect of expenses that are not deductible in determining taxable profit
773
186
Unutilised tax losses carried forward
-
0
14,571
Group relief
-
0
(7,691)
Permanent capital allowances in excess of depreciation
(128,810)
(52,825)
Depreciation on assets not qualifying for tax allowances
140,227
151,097
Deferred tax adjustment
(98,885)
326,604
Other tax adjustments
13,906
(13,169)
Taxation charge
156,054
406,690
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
9
Taxation
(Continued)
- 25 -

In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

2023
2022
£
£
Deferred tax arising on:
Revaluation of property
2,001,284
-
10
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
180,000
123,940
11
Tangible fixed assets
Group
Land and buildings Freehold
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 April 2022
16,705,000
2,838,460
5,303,337
7,045,280
480,207
32,372,284
Additions
-
0
76,321
123,457
206,690
-
0
406,468
Revaluation
7,545,000
1,085,221
-
0
-
0
-
0
8,630,221
At 31 March 2023
24,250,000
4,000,002
5,426,794
7,251,970
480,207
41,408,973
Depreciation and impairment
At 1 April 2022
-
0
-
0
3,322,654
6,005,946
252,634
9,581,234
Depreciation charged in the year
-
0
-
0
333,448
351,095
45,523
730,066
At 31 March 2023
-
0
-
0
3,656,102
6,357,041
298,157
10,311,300
Carrying amount
At 31 March 2023
24,250,000
4,000,002
1,770,692
894,929
182,050
31,097,673
At 31 March 2022
16,705,000
2,838,460
1,980,683
1,039,334
227,573
22,791,050
The company had no tangible fixed assets at 31 March 2023 or 31 March 2022.
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
11
Tangible fixed assets
(Continued)
- 26 -

The directors have valued the freehold and leasehold land and buildings as at 31 March 2023 based on external valuations that have been carried out for the lenders. In their opinion, the open market value for existing use is £28.25m and the accounts have been adjusted to reflect this. The properties have been valued as fully equipped operational entities and having regard to their trading potential.

The historical cost of the freehold properties including additions is £8.217m (2022: £8.217m).

12
Investment property
Group
Company
2023
2023
£
£
Fair value
At 1 April 2022
-
19,543,458
Additions through external acquisition
-
76,321
Net gains or losses through fair value adjustments
-
8,630,221
At 31 March 2023
-
28,250,000

The directors have valued the investment properties as at 31 March 2023 based on external valuations that have been carried out for the lenders. In their opinion, the open market value for existing use is £28.25m and the accounts have been adjusted to reflect this. The properties have been valued as fully equipped operational entities and having regard to their trading potential.

 

The historical cost of these properties is £16,960,808 (2022: £16,960,808).

13
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
1,102
1,102
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2022 and 31 March 2023
1,102
Carrying amount
At 31 March 2023
1,102
At 31 March 2022
1,102
14
Subsidiaries

Details of the company's subsidiaries at 31 March 2023 are as follows:

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
14
Subsidiaries
(Continued)
- 27 -
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Gold's Gym (UK) Limited
England & Wales
Health & fitness club operator
Ordinary
100.00
The Continental Hotel Limited
England & Wales
Hotelier
Ordinary
100.00
Vistastar Limited
England & Wales
Dormant
Ordinary
100.00

All subsidiaries are consolidated into the group accounts.

15
Financial instruments
Group
Company
2023
2022
2023
2022
£
£
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
2,547,807
1,576,031
n/a
n/a
Carrying amount of financial liabilities
Measured at amortised cost
10,670,214
11,153,812
n/a
n/a
16
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
29,880
160,717
-
0
-
0
Corporation tax recoverable
-
0
114,409
-
0
-
0
Amounts owed by group undertakings
-
-
1,463,108
2,349,972
Other debtors
2,517,927
1,417,705
2,512,026
1,411,059
Prepayments and accrued income
159,319
67,045
113,673
50,477
2,707,126
1,759,876
4,088,807
3,811,508
17
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
19
9,676,916
661,930
9,675,939
661,102
Obligations under finance leases
20
52,602
62,520
-
0
-
0
Trade creditors
426,276
497,893
109,929
81,305
Amounts owed to group undertakings
-
0
-
0
4,817,077
4,725,481
Corporation tax payable
315,515
180,425
89,272
144,490
Other taxation and social security
221,834
716,288
33,418
-
Other creditors
123,580
156,274
-
0
11,080
Accruals and deferred income
390,840
155,170
37,196
35,221
11,207,563
2,430,500
14,762,831
5,658,679
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 28 -
18
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
19
-
0
9,559,617
-
0
9,559,617
Obligations under finance leases
20
-
0
60,408
-
0
-
0
-
9,620,025
-
9,559,617
19
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
9,651,004
10,220,719
9,651,004
10,220,719
Bank overdrafts
25,912
828
24,935
-
0
9,676,916
10,221,547
9,675,939
10,220,719
Payable within one year
9,676,916
661,930
9,675,939
661,102
Payable after one year
-
0
9,559,617
-
0
9,559,617

The bank loans are secured by a first legal charge over all properties held by the company and by a cross guarantee and debenture between Gold's Gym (UK) Limited, The Continental Hotel Limited and Vistastar Leisure Plc. The bank loans are due to expire within 12 months time. The directors are in advanced negotiations to renew their borrowing facilities with their lenders and they are expected to finalise the terms in due course.

20
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
52,602
62,520
-
0
-
0
In two to five years
-
0
75,215
-
0
-
0
52,602
137,735
-
-
Less: future finance charges
-
0
(14,807)
-
0
-
0
52,602
122,928
-
0
-
0
VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 29 -
21
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2023
2022
Group
£
£
ACAs
256,154
355,039
Revaluation of investment property
3,362,135
1,360,851
3,618,289
1,715,890
Liabilities
Liabilities
2023
2022
Company
£
£
Revaluation of investment property
3,362,135
1,360,851
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 April 2022
1,715,890
1,360,851
Credit to profit or loss
(98,885)
-
Charge to other comprehensive income
2,001,284
2,001,284
Liability at 31 March 2023
3,618,289
3,362,135

The deferred tax liability set out above which comprises of fair value movements on land & building is disclosed as long term, and accelerated capital allowances that are expected to mature within the same period.

22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
15,117
14,462

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

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 30 -
23
Share capital
Group and company
2023
2022
Ordinary share capital
£
£
50,000 ordinary shares of £1 each of which 25p is paid
12,500
12,500
2 ordinary shares of £1 each fully paid
2
2
12,502
12,502
24
Financial commitments, guarantees and contingent liabilities

There is a debenture comprising fixed and floating charges over the investment properties of Gold's Gym (UK) Limited, The Continental Hotel Limited and Vistastar Leisure Plc. At the balance sheet the maximum liability guaranteed was £8,576,152 (2022: £8,847,719).

VISTASTAR LEISURE PLC
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 31 -
25
Related party transactions

At the year end the amount of £2,512,028 (2022: £1,408,668) was owed by a company under common control, and is included in other debtors. No interest is currently being charged on this balance.

 

As at 31 March 2023, Mr K Sandhu, a director of the company, had a 92.5% beneficial ownership of the company. Dividends have been paid in the year to these related parties based on these beneficial ownership percentages.

 

As at 31 March 2023, the amounts owed to directors was £nil (2022: £nil).

 

The remuneration of key management personnel was £276,000 (2022: £86,000).

26
Controlling party

The company is under the control of K Sandhu.

27
Cash generated from group operations
2023
2022
£
£
Profit/(loss) for the year after tax
1,048,382
(470,287)
Adjustments for:
Taxation charged
156,054
406,690
Finance costs
453,291
207,761
Depreciation and impairment of tangible fixed assets
730,066
795,249
Movements in working capital:
Increase in debtors
(1,061,659)
(875,359)
(Decrease)/increase in creditors
(363,095)
286,700
Cash generated from operations
963,039
350,754
28
Analysis of changes in net debt - group
1 April 2022
Cash flows
31 March 2023
£
£
£
Cash at bank and in hand
1,549,245
(697,117)
852,128
Bank overdrafts
(828)
(25,084)
(25,912)
1,548,417
(722,201)
826,216
Borrowings excluding overdrafts
(10,220,719)
569,715
(9,651,004)
Obligations under finance leases
(122,928)
70,326
(52,602)
(8,795,230)
(82,160)
(8,877,390)
2023-03-312022-04-01falseCCH SoftwareCCH Accounts Production 2023.300K S SandhuR SandhuR Sandhufalse03194555bus:Consolidated2022-04-012023-03-31031945552022-04-012023-03-3103194555bus:Director12022-04-012023-03-3103194555bus:CompanySecretaryDirector12022-04-012023-03-3103194555bus:CompanySecretary12022-04-012023-03-3103194555bus:Director22022-04-012023-03-3103194555bus:RegisteredOffice2022-04-012023-03-3103194555bus:Agent12022-04-012023-03-3103194555bus:Consolidated2023-03-31031945552023-03-3103194555bus:Consolidated2021-04-012022-03-31031945552021-04-012022-03-3103194555core:RevaluationReservebus:Consolidated2022-04-012023-03-3103194555core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-04-012023-03-3103194555bus:Consolidated2022-03-3103194555core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2023-03-3103194555core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2023-03-3103194555core:PlantMachinerybus:Consolidated2023-03-3103194555core:FurnitureFittingsbus:Consolidated2023-03-3103194555core:MotorVehiclesbus:Consolidated2023-03-3103194555core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2022-03-3103194555core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2022-03-3103194555core:PlantMachinerybus:Consolidated2022-03-3103194555core:FurnitureFittingsbus:Consolidated2022-03-3103194555core:MotorVehiclesbus:Consolidated2022-03-31031945552022-03-3103194555core:ShareCapitalbus:Consolidated2023-03-3103194555core:ShareCapitalbus:Consolidated2022-03-3103194555core:RevaluationReservebus:Consolidated2023-03-3103194555core:RevaluationReservebus:Consolidated2022-03-3103194555core:ShareCapital2023-03-3103194555core:ShareCapital2022-03-3103194555core:RevaluationReserve2023-03-3103194555core:RevaluationReserve2022-03-3103194555core:RetainedEarningsAccumulatedLosses2023-03-3103194555core:ShareCapitalbus:Consolidated2021-03-3103194555core:SharePremiumbus:Consolidated2021-03-3103194555core:RetainedEarningsAccumulatedLossesbus:Consolidated2021-03-3103194555core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-03-3103194555core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-03-3103194555core:ShareCapital2021-03-3103194555core:RevaluationReserve2021-03-3103194555core:RetainedEarningsAccumulatedLosses2021-03-3103194555core:RetainedEarningsAccumulatedLosses2022-03-3103194555bus:Consolidated2021-03-3103194555core:LandBuildingscore:OwnedOrFreeholdAssets2022-04-012023-03-3103194555core:LandBuildingscore:LongLeaseholdAssets2022-04-012023-03-3103194555core:PlantMachinery2022-04-012023-03-3103194555core:FurnitureFittings2022-04-012023-03-3103194555core:MotorVehicles2022-04-012023-03-3103194555core:UKTaxbus:Consolidated2022-04-012023-03-3103194555core:UKTaxbus:Consolidated2021-04-012022-03-3103194555bus:Consolidated12022-04-012023-03-3103194555bus:Consolidated12021-04-012022-03-3103194555bus:Consolidated22022-04-012023-03-3103194555bus:Consolidated22021-04-012022-03-3103194555core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2022-03-3103194555core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2022-03-3103194555core:PlantMachinerybus:Consolidated2022-03-3103194555core:FurnitureFittingsbus:Consolidated2022-03-3103194555core:MotorVehiclesbus:Consolidated2022-03-3103194555bus:Consolidated2022-03-3103194555core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2022-04-012023-03-3103194555core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2022-04-012023-03-3103194555core:PlantMachinerybus:Consolidated2022-04-012023-03-3103194555core:FurnitureFittingsbus:Consolidated2022-04-012023-03-3103194555core:MotorVehiclesbus:Consolidated2022-04-012023-03-3103194555core:CurrentFinancialInstruments2023-03-3103194555core:CurrentFinancialInstruments2022-03-3103194555core:CurrentFinancialInstrumentsbus:Consolidated2023-03-3103194555core:CurrentFinancialInstrumentsbus:Consolidated2022-03-3103194555core:WithinOneYearbus:Consolidated2023-03-3103194555core:WithinOneYearbus:Consolidated2022-03-3103194555core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3103194555core:CurrentFinancialInstrumentscore:WithinOneYear2022-03-3103194555core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2023-03-3103194555core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2022-03-3103194555core:Non-currentFinancialInstrumentscore:AfterOneYear2023-03-3103194555core:Non-currentFinancialInstrumentscore:AfterOneYear2022-03-3103194555core:Non-currentFinancialInstrumentsbus:Consolidated2023-03-3103194555core:Non-currentFinancialInstrumentsbus:Consolidated2022-03-3103194555core:Non-currentFinancialInstruments2023-03-3103194555core:Non-currentFinancialInstruments2022-03-3103194555core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-03-3103194555core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2022-03-3103194555core:WithinOneYear2023-03-3103194555core:WithinOneYear2022-03-3103194555core:BetweenTwoFiveYearsbus:Consolidated2023-03-3103194555core:BetweenTwoFiveYearsbus:Consolidated2022-03-3103194555core:BetweenTwoFiveYears2023-03-3103194555core:BetweenTwoFiveYears2022-03-3103194555bus:PrivateLimitedCompanyLtd2022-04-012023-03-3103194555bus:FRS1022022-04-012023-03-3103194555bus:Audited2022-04-012023-03-3103194555bus:ConsolidatedGroupCompanyAccounts2022-04-012023-03-3103194555bus:FullAccounts2022-04-012023-03-31xbrli:purexbrli:sharesiso4217:GBP