The directors present the strategic report for the period ended 30 September 2023.
Objective
From the point of creation in the period the group’s long term objective is to become an established provider of hotel and hospitality and to deliver growth to the shareholders.
The group continue to pursue all financial means under management to reach this objective.
Key business strategy
In pursuit of the of this objective the Directors will seek to:
Grow relevant relationships with lenders, customers and other stakeholders,
Continue to invest in its infrastructure in Welcombe to create an increased occupancy and better level of provision of hospitality
Operate hotels with the best brands in the right locations
Invest in key personnel and management as required
The group operates in a tough market during a cost of living crisis and post COVID recovery. The strategy of the group is continually evolving to suit the change aspects of the business in order to meet its objectives.
The key risk areas are:
Changes in key market segments;
Market Interest rate changes;
Customer pricing;
The directors consider there to be an appropriate structure in place to plan for and mitigate risks.
The group operates in a competitive market. The risks associated with this are mitigated by ensuring the group offers a high quality service across all areas of the business in line with the expectations of the widely recognized brand name and by targeting business customers as well as the tourism sector.
The group 's financial instruments comprise cash at bank, borrowings, financial derivatives, trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the group 's operations to maintain cash liquidity buffer to mitigate this risk.
Customer pricing is under constant review. Excellent customer service and investment of capital expenditures, as well as strong client relationships are used to mitigate this risk.
The group continues to seek further hotel and investment opportunities and is focused on growing the core management team within the organisation. As a result of this the directors believe that the rebounding strength of the UK economy, underlined by the strong locations of the hotel sites within the group will allow for a positive future prospect.
The group uses a number of financial measures to monitor progress against strategies and corporate objectives. These are summarised as follows
2023 2022
£'000 £'000
Turnover 4,221 4,321
Gross Profit 3,344 3,492
Loss before tax (2,596) (2,972)
Property asset value 12,600 13,204
Gearing (All Debt) 140% 115%
Gearing (External Debt) 73% 84%
EBITDA (184) (1,458)
Please note that the period to 2023 was a shorter period of 9 months, hence the figures not being directly comparable.
In addition to financial measures the Directors continue to monitor all other operation business KPI’s including occupancy, health and safety, environmental and other operational KPI’s relevant to the sector.
The performance in the period of the group is not an indicator of future performance.
Section 172 of the Companies Act 2006 requires Directors to take into consideration the interests of stakeholders and other matters in their decision making. The directors continue to have regard to the interests of the Company’s employees and other stakeholders, the impact of its activities on the community, the environment and the Company’s reputation for good business conduct, when making decisions. In this context, acting in good faith and fairly, the Directors consider what is most likely to promote the success of the Company for its shareholder in the long term. We believe in a strong set of ethical values, which we believe is reflected in how we interact with our stakeholders. We summarise below how the Directors and management engages with the various stakeholders:
Employees
The Company seeks to ensure that all employees, job applications and prospective job applicants, are afforded equality of job opportunity in all areas of employment.
The Company fully recognises the Groups responsibility for the health and safety of employees and members of the community in which they work.
The Company places considerable value on the involvement of its employees and has continued its practice of keeping them informed of matters affecting them as employees, and on various matters affecting the performance of the Company.
Environmental policy
Climate change and resource scarcity are amongst society’s greatest challenges. The Company is committed to
adopting a responsible approach to minimising our operational impact.
Customer engagement
We value our customers, both corporate and individual, and closely monitor our guest feedback and quality matrix.
Key decisions in the year
The Directors key decision was to establish the group in the period and grow accordingly in the period including the
relevant establishment of management and controls. This includes the refinance of relevant loans within the group.
On behalf of the board
The directors present their annual report and financial statements for the period ended 30 September 2023.
The results for the period are set out on page 10.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
LB Group Limited (Stratford) were re-appointed as auditor to the group and parent company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
We have audited the financial statements of CD Welcombe Topco Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 30 September 2023 which comprise the group profit and loss account, the statement of financial position, the statement of changes in equity 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).
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 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.
Emphasis of matter
We draw attention to note 4 where details related to exceptional items have been disclosed. The audit report is not
modified in respect of the matter emphasised.
Material uncertainty related to going concern
We draw attention to Note 1.5 in the financial statements, which indicates the group is at this current time
anticipated to be in a cash flow deficit position in the period to 31 December 2025, however is seeking to restructure
its finance further releasing funds for the group. The available funding for the group however to ensure the cash flow
position remains positive within this period is not legally contracted and is subject to either refinance, new finance,
or extension of existing funding relationship. As stated in Note 1.5, these events or conditions, along with other
matters as set forth in Note 1.5, indicate that a material uncertainty exists that may cast significant doubt on the
company’s ability to continue as a going concern. Our audit opinion is not modified, and our audit opinion is not
qualified, in respect of this matter.
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of
accounting in the preparation of the financial statements is appropriate. Our 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:
the information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and 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:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
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.
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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including, but not limited to, 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 hotel management companies;
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 the Companies Act 2006, and taxation 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; and
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;
Assessed whether judgements and assumptions made in determining the accounting estimates around interest rate on loans to group companies were indicative of potential bias.
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; and
Enquiring of management as to actual and potential litigation and claims.
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 the 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.
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.
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 £Nil.
CD Welcombe Topco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 2nd Floor, 32-33 Gosfield Street, Fitzrova, London, United Kingdom, W1W 6HL.
The group consists of CD Welcombe Topco Limited and all of its subsidiaries.
The financial statements for the current period have been prepared for 9 months due to the change in the year
end for the current period. The prior period was a full year. For this reason, the comparative amounts presented in the financial statements (including the related notes) will not be entirely comparable.
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 £'000.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of investment properties. 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:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company CD Welcombe Topco Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 30 September 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.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The directors foresee the going concern of the business for 12 months from the approval of the financial statements based on the ongoing strong performance of the underlying trading entities of the group, alongside the value of the properties that support the trading structure of the group. With the ongoing support of external lenders in order to support the financial base of the business and fund any required capital work the directors are confident that the strength of the tangible and trading assets are to only improve in the foreseeable future. This will ensure that the group of entities and this company will be able to meet and manage relevant financial and non-financial commitments for the foreseeable future.
The directors are aware that the period in which has been reported for the group is one of a loss making position, albeit a significant improvement from the previous year and management are actively seeking to continue to improve results subsequent to the year end and beyond.
Subsequent to this period the directors have overseen a period of growth and stability in the trading capacity of the hotel that has allowed it to continue funding the financial requirements and day to day working capital of the business. To this extent, the directors have comfort and support that they can obtain funds as required in order to precipitate any future and ongoing cashflow issues that may arise in the business.
Despite this period of growth and stability in the trading capacity of the hotel, the group is at this current time anticipated to be in a cash flow deficit position in the period to 31 December 2025, however is actively seeking to restructure its finance further releasing funds for the group.
Management are in the process of securing finance releasing funds for the group, however at this current time, the financing facility has not been signed.
As such, due to the ongoing support of the main lenders of the group entities, the financial and continued support of the shareholders and directors of the business, improved underlying performance of the business year on year and asset value, and anticipated restructure of its finance arrangements to further release funds for the group the directors are confident that the company is a going concern for 12 months from the date of the signing of the balance sheet.
Group
Turnover represents amounts receivable in respect of the provision of hotel accommodation, conference facilities, food, beverages and golf income 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 the date the facility is used. Food and Beverage income is recognised at the point of sale to the customer. Income related to golf sales is recognised on a daily basis of the customers use of the golf course. Income related to the health club is recognised on the date the customer uses the facility.
Company
The company has no Turnover. Income relates to interest charged to subsidiary undertakings, and is accrued daily.
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.
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.
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.
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, 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, 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.
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.
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.
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.
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.
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.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
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.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
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.
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Each period end, management are required to obtain a valuation of its investment property to assess for potential indicators for impairment and record necessary revaluation gains or losses in the Profit and Loss Account. Management outsource this valuation to a third party Chartered Surveyor and the basis for calculating the year end valuation can involve judgement, high levels of complexity and is made on an open market value basis by reference to market evidence of transaction prices for similar properties.
The entity has capitalised goodwill on the acquisition of the subsidiary companies and this balance has been fully amortised in the current year. This is considered an appropriate estimate based on the expected life of the asset.
There is a continual and ongoing assessment and review of recoverability of debts due to and or from related entities. Assessment of this is taken by the underlying operating entities ability to help service the relevant debts as part of the financing arrangement of the group.
Exceptional items in the prior year relates to an unknown net expense to the profit and loss in the period to 31 December 2022.
Exceptional items in the current year relates materially to writing off debit balances within trade creditors at 30 September 2023
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The applicable tax rate for the previous period was 19% throughout the whole period.
The applicable tax rate changed in the current period on 1 April 2023. Therefore, the applicable tax rate for the first three months, from 1 January 2023 to 31 March 2023 was 19%, and the applicable tax rate for the final six months, from 1 April 2023 to 30 September 2023 was 25%.
The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
Goodwill arose within CD Welcombe Limited upon the formation of the group and the acquisition of CD Welcombe Propco Limited on the 3 November 2021.
Investment property comprises a hotel. The fair value of the investment property has been arrived at on the basis of a valuation carried out at 1 July 2023 by Cushman & Wakefield, Chartered Surveyors, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.
Details of the company's subsidiaries at 30 September 2023 are as follows:
Amounts owed by group undertakings are interest free and repayable on demand.
Company
The long term debt relates to a £8,051,000 (2022: £4,479,000) loan with parent company Conquer Dawn Limited, which is repayable in full on 3 November 2026. Interest payable is agreed at 14.5% per annum
from 1 January 2023 to 30 September 2023 (2022: 12.5%) accruing daily. This rate is considered appropriate
in accordance with the arms length principle of the OECD guidelines.
Group
The bank loans and overdrafts contains a £nil (2022: £2.2 million) term loan facility with Mar Hall Estates Limited, which was repaid in full on 12 May 2023. Interest payable was agreed at the percentage rate per annum which is the fixed rate at 6% per annum.
The bank loans and overdrafts figure also contains an £8.579 million (2022: £8.9 million) loan from Octopus Real Estate Advisers UK Limited was originally repayable in full on 3 May 2022. All parties have agreed to extend the repayment dates until the financing as shown in note 23 is complete. Interest payable is agreed at 10.8% per annum accruing daily.
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.
The profit and loss reserve includes all current and prior retained profits and losses.
Company
The long term debt relates to a £8,051,000 (2022: £4,479,000) loan with parent company Conquer Dawn Limited, which is repayable in full on 3 November 2026. Interest payable is agreed at 14.5% per annum
from 1 January 2023 to 30 September 2023 (2022: 12.5%) accruing daily. This rate is considered appropriate
in accordance with the arms length principle of the OECD guidelines.
Group
The group has fixed charges dated on 2 November 2021 with Octopus Real Estate Advisors UK Limited (as a Security Agent). This is in relation to a facility agreements entered by the group. The charge contains negative pledges, fixed charge and floating charges covering this company and all group company property and undertakings.
The following amounts were outstanding at the reporting end date:
All loan agreements for amounts due to parent undertakings are repayable on 3 November 2026 in full. Interest payable is agreed at 14.5% per annum from 1 January 2023 to 30 September 2023 (2022: 12.5%) accruing daily.
Amounts owed to related party are interest free and repayable on demand.
The following amounts were outstanding at the reporting end date: