Company registration number 05915727 (England and Wales)
SHETLAND HOTELS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
LB GROUP
1 Vicarage Lane
Stratford
London
England
E15 4HF
SHETLAND HOTELS LIMITED
COMPANY INFORMATION
Directors
J M Bottomley
H Mackenzie Smith
Secretary
J M Bottomley
Company number
05915727
Registered office
6th Floor
60 Gracechurch Street
London
EC3R 0HR
Auditor
LB Group Limited (Stratford)
1 Vicarage Lane
Stratford
London
England
E15 4HF
SHETLAND HOTELS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 30
SHETLAND HOTELS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2023
- 1 -

The directors present the strategic report for the year ended 30 June 2023.

Review of the business

The directors are pleased and satisfied with the performance of the group for the year ended 30 June 2023.

 

The present management structure works well for the hotel and costs and services are closely monitored at all levels to ensure that the hotel retains its five star status.

Future developments

The company's trading subsidiary, Ellenborough Park Limited, conducts cash-flow forecasts on a weekly basis. Summer turnover and margins have exceeded our expectations and at the present rate, the business does not require any extra cash injections for the foreseeable future. The hotel strategy is under constant review and the position will change substantially according to government policy.

 

The directors are confident that the resources of the company and its ultimate controlling party will enable the company to continue as a going concern for the foreseeable future.

By order of the board

J M Bottomley
Secretary
15 February 2024
SHETLAND HOTELS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2023
- 2 -

The directors present their annual report and financial statements for the year ended 30 June 2023.

Principal activities

The principal activity of the company during the period was the ownership of a hotel, property and assets; for management to be undertaken by the trading subsidiary company Ellenborough Park Limited, under a management lease which took effect from 1 July 2011.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. 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:

J M Bottomley
H Mackenzie Smith
Auditor

The auditor, LB Group Limited (Stratford), is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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.

By order of the board
J M Bottomley
Secretary
15 February 2024
SHETLAND HOTELS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2023
- 3 -

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.

SHETLAND HOTELS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHETLAND HOTELS LIMITED
- 4 -
Opinion

We have audited the financial statements of Shetland Hotels Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 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, the company 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 the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We 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.

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:

SHETLAND HOTELS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHETLAND HOTELS LIMITED
- 5 -
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'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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they

may involve deliberate concealment or 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.

SHETLAND HOTELS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHETLAND HOTELS LIMITED
- 6 -

The extent to which the audit was considered capable of detecting irregularities including fraud

 

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the investment management     sector;

we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including Companies Act 2006, taxation legislation, data protection, anti-bribery, environmental and health and safety legislation;

we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud.

considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

 

To address the risk of fraud through management bias and override of controls, we:

performed analytical procedures to identify any unusual or unexpected relationships;

tested journal entries to identify unusual transactions;

assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

investigated the rationale behind significant or unusual transactions.

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;

enquiring of management as to actual and potential litigation and claims.

 

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.

Mark Middleton (Senior Statutory Auditor)
For and on behalf of LB Group Limited (Stratford)
15 February 2024
Chartered Accountants
Statutory Auditor
1 Vicarage Lane
Stratford
London
England
E15 4HF
SHETLAND HOTELS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2023
- 7 -
2023
2022
Notes
£
£
Turnover
3
6,733,682
7,665,939
Cost of sales
(3,612,027)
(3,883,195)
Gross profit
3,121,655
3,782,744
Administrative expenses
(2,973,928)
(2,992,761)
Other operating income/(expenses)
300
(1,561)
Operating profit
4
148,027
788,422
Interest payable and similar expenses
7
(2,113,072)
(2,060,424)
Loss before taxation
(1,965,045)
(1,272,002)
Tax on loss
8
-
0
(95)
Loss for the financial year
20
(1,965,045)
(1,272,097)
Loss 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.

SHETLAND HOTELS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
- 8 -
2023
2022
£
£
Loss for the year
(1,965,045)
(1,272,097)
Other comprehensive income
-
-
Total comprehensive income for the year
(1,965,045)
(1,272,097)
Total comprehensive income for the year is all attributable to the owners of the parent company.
SHETLAND HOTELS LIMITED
GROUP BALANCE SHEET
AS AT
30 JUNE 2023
30 June 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
9
65,605
130,516
Tangible assets
10
27,000,736
26,775,920
27,066,341
26,906,436
Current assets
Stocks
13
92,012
85,592
Debtors
14
718,247
681,086
Cash at bank and in hand
1,781,130
2,414,500
2,591,389
3,181,178
Creditors: amounts falling due within one year
15
(1,443,399)
(1,421,310)
Net current assets
1,147,990
1,759,868
Total assets less current liabilities
28,214,331
28,666,304
Creditors: amounts falling due after more than one year
16
(61,054,913)
(59,541,841)
Provisions for liabilities
Deferred tax liability
17
36,959
36,959
(36,959)
(36,959)
Net liabilities
(32,877,541)
(30,912,496)
Capital and reserves
Called up share capital
19
1,000,000
1,000,000
Profit and loss reserves
20
(33,877,541)
(31,912,496)
Total equity
(32,877,541)
(30,912,496)
The financial statements were approved by the board of directors and authorised for issue on 15 February 2024 and are signed on its behalf by:
15 February 2024
H Mackenzie Smith
Director
Company registration number 05915727 (England and Wales)
SHETLAND HOTELS LIMITED
COMPANY BALANCE SHEET
AS AT 30 JUNE 2023
30 June 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
9
64,900
129,811
Tangible assets
10
26,231,863
26,616,821
Investments
11
3,502,000
3,502,000
29,798,763
30,248,632
Current assets
Debtors
14
1,048,312
1,188,312
Cash at bank and in hand
193,846
195,823
1,242,158
1,384,135
Creditors: amounts falling due within one year
15
(338,308)
(437,810)
Net current assets
903,850
946,325
Total assets less current liabilities
30,702,613
31,194,957
Creditors: amounts falling due after more than one year
16
(61,055,913)
(59,542,841)
Net liabilities
(30,353,300)
(28,347,884)
Capital and reserves
Called up share capital
19
1,000,000
1,000,000
Profit and loss reserves
20
(31,353,300)
(29,347,884)
Total equity
(30,353,300)
(28,347,884)

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £2,005,416 (2022 - £2,135,124 loss).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 15 February 2024 and are signed on its behalf by:
15 February 2024
H Mackenzie Smith
Director
Company registration number 05915727 (England and Wales)
SHETLAND HOTELS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
- 11 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 July 2021
1,000,000
(30,640,399)
(29,640,399)
Year ended 30 June 2022:
Loss and total comprehensive income
-
(1,272,097)
(1,272,097)
Balance at 30 June 2022
1,000,000
(31,912,496)
(30,912,496)
Year ended 30 June 2023:
Loss and total comprehensive income
-
(1,965,045)
(1,965,045)
Balance at 30 June 2023
1,000,000
(33,877,541)
(32,877,541)
SHETLAND HOTELS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 July 2021
1,000,000
(27,212,760)
(26,212,760)
Year ended 30 June 2022:
Loss and total comprehensive income for the year
-
(2,135,124)
(2,135,124)
Balance at 30 June 2022
1,000,000
(29,347,884)
(28,347,884)
Year ended 30 June 2023:
Profit and total comprehensive income
-
(2,005,416)
(2,005,416)
Balance at 30 June 2023
1,000,000
(31,353,300)
(30,353,300)
SHETLAND HOTELS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
- 13 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
23
2,319,833
2,890,465
Interest paid
(2,113,072)
(2,060,424)
Income taxes paid
-
0
(1)
Net cash inflow from operating activities
206,761
830,040
Investing activities
Purchase of tangible fixed assets
(840,131)
(48,877)
Net cash used in investing activities
(840,131)
(48,877)
Net (decrease)/increase in cash and cash equivalents
(633,370)
781,163
Cash and cash equivalents at beginning of year
2,414,500
1,633,337
Cash and cash equivalents at end of year
1,781,130
2,414,500
SHETLAND HOTELS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
2,111,095
2,070,189
Interest paid
(2,113,072)
(2,060,424)
Net cash (outflow)/inflow from operating activities
(1,977)
9,765
Net (decrease)/increase in cash and cash equivalents
(1,977)
9,765
Cash and cash equivalents at beginning of year
195,823
186,058
Cash and cash equivalents at end of year
193,846
195,823
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
- 15 -
1
Accounting policies
Company information

Shetland Hotels Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 6th Floor, 60 Gracechurch Street, London, EC3V 0HR.

 

The group consists of Shetland Hotels Limited 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.

1.2
Basis of consolidation

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.

The consolidated group financial statements consist of the financial statements of the parent company Shetland Hotels Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 30 June 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.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 16 -
1.3
Going concern

 

Company

 

The development of the hotel has been funded from loans made by Metropolitan Estates Incorporated to Shetland Hotels Limited. The company is reliant upon the continued financial support of Metropolitan Estates Incorporated for the foreseeable future. The first tranche of this funding is due for repayment, however, a 156 month extension has been agreed by the funders for this amount and those subsequent to the year end date. The directors are actively taking steps to ensure the continuity of funding is maintained for the foreseeable future.

 

Group

 

The financial statements have been prepared on a going concern basis. The viability of the company ultimately depends on the success of the Ellenborough Park Limited. The trading property of the Ellenborough Park Limited is held in the parent company Shetland Hotels Limited with the hotel operating trade being carried by Ellenborough Park Limited.

 

Furthermore, the significant liabilities of the company under one year relates to the parent company, Shetland Hotels Limited. With the continued support of the ultimate controlling company, Metropolitan Estates Incorporated, the parent company would not seek repayment of their debts at the detriment of the trading of Ellenborough Park Limited.

1.4
Turnover

 

GROUP

 

Turnover represents amounts receivable in respect of the provision of hotel accommodation, conference facilities and meals during the year, excluding VAT. Income for accommodation is recognised on a daily basis of the customers use of the hotel. Income related to Conference Facilities is recognised on an invoice basis issued after the use of the facility. Food and Beverage income is recognised at the point of sales to the customer.

Revenue from the provision of services and sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 

COMPANY

 

Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease.

1.5
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 17 -
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
1% straight line on buildings
Plant and equipment
30% reducing balance
Fixtures and fittings
8-20% reducing balance
Computers
30% reducing balance
Motor vehicles
25% reducing balance

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.

The useful lives and residual value of assets are reviewed annually.

 

No depreciation is provided on land.

 

The carrying values of tangible fixed assets are reviewed for impairment in periods if events or changes in circumstances indicate the carrying value may not be recoverable.

1.7
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

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.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 18 -

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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.9
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
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.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 19 -
1.11
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.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 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.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
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.

1.14
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.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 21 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
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.

1.16
Retirement benefits

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

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.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 22 -

In preparing these financial statements, the directors have made the following judgements:

 

Shetland Hotel Limited

 

 

Ellenborough Park Limited

 

•    Provision for stock is made based on the age of stock and also due to the nature of the stock being     perishable. The stock is reviewed regularly and a provision is made.

 

•    Bad debt provisions are made where the assessment of full recoverability of a debt is deemed to be     uncertain. This is based on an assessment of each debtor, including the age of the debt, the length of     the trading relationship and the trading status of the debtor.

 

3
Turnover

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

2023
2022
£
£
Turnover analysed by class of business
Hotel operations
6,733,682
7,665,939
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging:
Depreciation of owned tangible fixed assets
498,111
666,827
Loss on disposal of tangible fixed assets
117,204
-
Amortisation of intangible assets
64,911
64,911
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
6,750
6,250
Audit of the financial statements of the company's subsidiaries
13,485
12,000
20,235
18,250
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 23 -
6
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
197
197
2
2

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
2,529,572
2,499,294
-
0
-
0
Social security costs
167,889
158,788
-
-
Pension costs
30,873
28,518
-
0
-
0
2,728,334
2,686,600
-
0
-
0
7
Interest payable and similar expenses
2023
2022
£
£
Other finance costs:
Other interest
2,113,072
2,060,424
8
Taxation
2023
2022
£
£
Deferred tax
Origination and reversal of timing differences
-
0
95
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
8
Taxation
(Continued)
- 24 -

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

2023
2022
£
£
Loss before taxation
(1,965,045)
(1,272,002)
Expected tax credit based on the standard rate of corporation tax in the UK of 20.50% (2022: 19.00%)
(402,834)
(241,680)
Unutilised tax losses carried forward
402,327
241,870
Permanent capital allowances in excess of depreciation
507
(95)
Taxation charge
-
95

On 1 April 2023, the headline rate for corporation tax increases to 25%.

9
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 July 2022 and 30 June 2023
917,204
Amortisation and impairment
At 1 July 2022
786,688
Amortisation charged for the year
64,911
At 30 June 2023
851,599
Carrying amount
At 30 June 2023
65,605
At 30 June 2022
130,516
Company
Goodwill
£
Cost
At 1 July 2022 and 30 June 2023
916,374
Amortisation and impairment
At 1 July 2022
786,563
Amortisation charged for the year
64,911
At 30 June 2023
851,474
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
9
Intangible fixed assets
(Continued)
- 25 -
Carrying amount
At 30 June 2023
64,900
At 30 June 2022
129,811
10
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 July 2022
26,322,969
2,309,416
4,429,618
266,179
37,000
33,365,182
Additions
-
0
827,831
-
0
12,300
-
0
840,131
Disposals
-
0
(586,018)
-
0
-
0
-
0
(586,018)
At 30 June 2023
26,322,969
2,551,229
4,429,618
278,479
37,000
33,619,295
Depreciation and impairment
At 1 July 2022
1,047,876
2,055,380
3,239,911
245,324
771
6,589,262
Depreciation charged in the year
131,615
227,902
113,336
16,201
9,057
498,111
Eliminated in respect of disposals
-
0
(468,814)
-
0
-
0
-
0
(468,814)
At 30 June 2023
1,179,491
1,814,468
3,353,247
261,525
9,828
6,618,559
Carrying amount
At 30 June 2023
25,143,478
736,761
1,076,371
16,954
27,172
27,000,736
At 30 June 2022
25,275,093
254,036
1,189,707
20,855
36,229
26,775,920
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
10
Tangible fixed assets
(Continued)
- 26 -
Company
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
Cost
At 1 July 2022
26,322,969
1,931,686
4,429,618
32,684,273
Disposals
-
0
(586,018)
-
0
(586,018)
At 30 June 2023
26,322,969
1,345,668
4,429,618
32,098,255
Depreciation and impairment
At 1 July 2022
1,047,876
1,779,665
3,239,911
6,067,452
Depreciation charged in the year
131,615
22,803
113,336
267,754
Eliminated in respect of disposals
-
0
(468,814)
-
0
(468,814)
At 30 June 2023
1,179,491
1,333,654
3,353,247
5,866,392
Carrying amount
At 30 June 2023
25,143,478
12,014
1,076,371
26,231,863
At 30 June 2022
25,275,093
152,021
1,189,707
26,616,821
11
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
12
-
0
-
0
3,502,000
3,502,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2022 and 30 June 2023
3,502,000
Carrying amount
At 30 June 2023
3,502,000
At 30 June 2022
3,502,000
12
Subsidiaries

Details of the company's subsidiaries at 30 June 2023 are as follows:

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
12
Subsidiaries
(Continued)
- 27 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Ellenborough Park Limited
UK
Ordinary
100.00
Nexthold Limited
UK
Ordinary
75.00
13
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and consumables
92,012
85,592
-
-
14
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
159,482
116,896
-
0
-
0
Amounts owed by group undertakings
-
-
648,312
788,312
Other debtors
446,024
449,501
400,000
400,000
Prepayments and accrued income
112,741
114,689
-
0
-
0
718,247
681,086
1,048,312
1,188,312
15
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
£
£
£
£
Trade creditors
247,396
244,150
-
0
-
0
Amounts owed to parent undertaking
300,000
400,000
300,000
400,000
Other taxation and social security
252,619
145,363
29,493
29,495
Other creditors
67,441
67,022
752
752
Accruals and deferred income
575,943
564,775
8,063
7,563
1,443,399
1,421,310
338,308
437,810
16
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
£
£
£
£
Amounts owed to parent undertaking
61,054,913
59,541,841
61,055,913
59,542,841

The long-term creditors are secured by way of fixed and floating charges over the freehold land and buildings.

SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
16
Creditors: amounts falling due after more than one year
(Continued)
- 28 -
Amounts included above which fall due after five years are as follows:
Payable by instalments
18,535,264
18,535,264
18,535,264
18,535,264
17
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
£
£
Capital Allowances
36,959
36,959
There were no deferred tax movements in the year.
18
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
30,873
28,518

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.

19
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
1,000,000
1,000,000
1,000,000
1,000,000
20
Profit and loss reserves
Group
Company
2023
2022
2023
2022
£
£
£
£
At the beginning of the year
(31,912,496)
(30,640,399)
(29,347,884)
(27,212,760)
Loss for the year
(1,965,045)
(1,272,097)
(2,005,416)
(2,135,124)
At the end of the year
(33,877,541)
(31,912,496)
(31,353,300)
(29,347,884)
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 29 -
21
Related party transactions

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related transactions with wholly owned subsidiaries within the group.

22
Controlling party

The immediate parent undertaking is Shetland Business Limited. The ultimate parent undertaking is Metropolitan Estates Incorporated, a company incorporated in Panama at the following address:

 

Calle Aquilino de la Guardia No. 8

Apartado 87-1371

Panama 7

Rep. de Panama

23
Cash generated from group operations
2023
2022
£
£
Loss for the year after tax
(1,965,045)
(1,272,097)
Adjustments for:
Taxation charged
-
0
95
Finance costs
2,113,072
2,060,424
Loss on disposal of tangible fixed assets
117,204
-
Amortisation and impairment of intangible assets
64,911
64,911
Depreciation and impairment of tangible fixed assets
498,111
666,827
Movements in working capital:
Increase in stocks
(6,420)
(19,149)
Increase in debtors
(37,161)
(138,364)
Increase in creditors
1,535,161
1,527,818
Cash generated from operations
2,319,833
2,890,465
SHETLAND HOTELS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 30 -
24
Cash generated from operations - company
2023
2022
£
£
Loss for the year after tax
(2,005,416)
(2,135,124)
Adjustments for:
Finance costs
2,113,072
2,060,424
Loss on disposal of tangible fixed assets
117,204
-
Amortisation and impairment of intangible assets
64,911
64,911
Depreciation and impairment of tangible fixed assets
267,754
569,292
Movements in working capital:
Decrease in debtors
140,000
50,000
Increase in creditors
1,413,570
1,460,686
Cash generated from operations
2,111,095
2,070,189
25
Analysis of changes in net funds - group
1 July 2022
Cash flows
30 June 2023
£
£
£
Cash at bank and in hand
2,414,500
(633,370)
1,781,130
26
Analysis of changes in net funds - company
1 July 2022
Cash flows
30 June 2023
£
£
£
Cash at bank and in hand
195,823
(1,977)
193,846
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