Company registration number 10715637 (England and Wales)
ESRA Hotels Limited
Audited Financial Statements
For the year ended
31 December 2023
Pages for filing with registrar
ESRA Hotels Limited
Contents
Page
Statement of financial position
1
Notes to the financial statements
2 - 7
ESRA Hotels Limited
Statement Of Financial Position
As at 31 December 2023
- 1 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
5
6,194
5,483
Investments
6
30,933,346
21,781,579
30,939,540
21,787,062
Current assets
Debtors
7
7,550,340
7,583,529
Cash at bank and in hand
716,318
215,017
8,266,658
7,798,546
Creditors: amounts falling due within one year
8
(172,343)
(225,599)
Net current assets
8,094,315
7,572,947
Total assets less current liabilities
39,033,855
29,360,009
Creditors: amounts falling due after more than one year
9
(26,869,076)
(25,627,816)
Net assets
12,164,779
3,732,193
Capital and reserves
Called up share capital
1
1
Profit and loss reserves
12,164,778
3,732,192
Total equity
12,164,779
3,732,193

The notes on pages 2 to 7 form part of these financial statements.

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

These financial statements have been prepared and delivered 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 2 October 2024 and are signed on its behalf by:
S. Pasricha
Director
Company registration number 10715637 (England and Wales)
ESRA Hotels Limited
Notes To The Financial Statements
For the year ended 31 December 2023
- 2 -
1
General information

ESRA Hotels Limited is a private company limited by shares incorporated in England and Wales. The registered office is Third Floor, 20 Old Bailey, London, EC4M 7AN.

2
Accounting policies
2.1
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

2.2
Going concern

At the reporting date, the company had net current assets of £8,094,315 (true2022: £7,572,947). The directors have prepared and reviewed both business and cashflow forecasts. These forecasts include sufficient downside scenario planning and also include plans for how the company will mitigate a worst case scenario and ensures that the directors have sufficient options available to ensure the company can continue to meet liabilities as they fall due. On this basis, the directors have concluded it is appropriate to prepare the financial statements on a going concern basis.

2.3
Turnover

Turnover represents the value of management services provided in the year.

 

Management income is recognised at the point at which the company has fulfilled its contractual obligations to the individual group company.

 

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the income can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding value added tax.

2.4
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:

Computers
25% straight-line

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 credited or charged to profit or loss.

ESRA Hotels Limited
Notes To The Financial Statements (Continued)
For the year ended 31 December 2023
2
Accounting policies
(Continued)
- 3 -
2.5
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the company’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method.

2.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

2.7
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

2.8
Financial instruments

The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with 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. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies are initially recognised at transaction price, including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial liabilities classified as payable within one year are not amortised.

 

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.

2.9
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 income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

ESRA Hotels Limited
Notes To The Financial Statements (Continued)
For the year ended 31 December 2023
2
Accounting policies
(Continued)
- 4 -
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 income statement, 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 when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

2.10
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

3
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of investment in associate

The directors are required to determine whether there has been any indicators of impairment of the company's investment in its associate undertaking. The directors consider that the fair value of the shares are in excess of the current carrying value of the investment and as such no impairment review is required.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Recoverability of amounts owed by group undertakings

Provision for impairment of the carrying value of amounts due from group undertakings is made based on management estimate of the prospect of recovering the amounts due, which includes considering the solvency of the counterparty and its future outlook, based on budgets and forecasts prepared by management. The directors are of the opinion that the amounts due from group undertakings have been impaired and impairment losses of £42,633 have been recognised in the Statement of Income and Retained Earnings for the year ended 31 December 2023 (2022 - £542,033).

ESRA Hotels Limited
Notes To The Financial Statements (Continued)
For the year ended 31 December 2023
- 5 -
4
Employees

The company employed no persons during the current and previous year.

5
Tangible fixed assets
Computers
£
Cost
At 1 January 2023
6,568
Additions
2,896
At 31 December 2023
9,464
Depreciation and impairment
At 1 January 2023
1,085
Depreciation charged in the year
2,185
At 31 December 2023
3,270
Carrying amount
At 31 December 2023
6,194
At 31 December 2022
5,483
6
Fixed asset investments
2023
2022
£
£
Shares in group undertakings and participating interests
30,933,346
21,781,579
Movements in fixed asset investments
Shares in subsidiaries and associates
£
Cost or valuation
At 1 January 2023
21,781,579
Share of profits of associates
9,151,767
At 31 December 2023
30,933,346
Carrying amount
At 31 December 2023
30,933,346
At 31 December 2022
21,781,579
ESRA Hotels Limited
Notes To The Financial Statements (Continued)
For the year ended 31 December 2023
- 6 -
7
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
16,915
4,235
Amounts owed by group undertakings
4,528,165
5,043,083
Other debtors
3,005,260
2,536,211
7,550,340
7,583,529
8
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
85,499
23,337
Corporation tax
-
0
73,600
Other taxation and social security
21,735
11,933
Other creditors
65,109
116,729
172,343
225,599
9
Creditors: amounts falling due after more than one year
2023
2022
£
£
Other creditors
26,869,076
25,627,816

During the year the company repaid a related party loan in full (2022: £25,627,816). The loan was secured over the assets of the company however, the charge was satisfied in full on 17 May 2023.

10
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Senior Statutory Auditor:
Frank Harling FCCA
Statutory Auditor:
Ward Williams
Date of audit report:
2 October 2024
11
Events after the reporting date

In January 2024, the company's subsidiary undertakings Ennismore Sessions Limited, NoCo Hotels Limited, NoCo Newco 2017 Limited, and the Do More Foundation were voluntarily dissolved.

 

On 9 April 2024 the company sold 41,868 ordinary shares in its associate undertaking, Ennismore Lifestyle Group Limited, for cash consideration of €65,000,000 (£55,672,500). The company now holds 24.17% of the voting share capital in issue and the investment remains an associate.

ESRA Hotels Limited
Notes To The Financial Statements (Continued)
For the year ended 31 December 2023
- 7 -
12
Related party transactions

The company has taken advantage of the exemption conferred by Financial Reporting Standard 102 Section 33 'Related Party Disclosures' paragraph 33.1A not to disclose transactions with certain group companies on the grounds that 100% of the voting rights in the company are controlled by the group.

13
Directors' transactions

During the year amounts of £471,384 were advanced to a director of the company. At the balance sheet date £2,379,484 was due to the company from the director (2022: £1,908,100). This amount is unsecured, interest free and repayable on demand.

14
Controlling party

The parent company is ESRA Holdings Limited, incorporated in England and Wales with registered office at Third Floor, 20 Old Bailey, London, EC4M 7AN. It is also the parent of the smallest group for which consolidated accounts including ESRA Hotels Limited are drawn up, and copies of these accounts can be obtained from its registered office.

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