Z Hotels Trading WB Ltd
Annual Report and Financial Statements
For the year ended 31 March 2024
Company Registration No. 10057646 (England and Wales)
Z Hotels Trading WB Ltd
Company Information
Directors
B King
R Meehan
P Leighton
Company number
10057646
Registered office
53-59 Chandos Place
London
United Kingdom
WC2N 4HS
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Z Hotels Trading WB Ltd
Contents
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 6
Profit and loss account
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 15
Z Hotels Trading WB Ltd
Directors' Report
For the year ended 31 March 2024
Page 1

The directors present their annual report and financial statements for the year ended 31 March 2024.

Directors

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

B King
R Meehan
M Gudka
(Resigned 17 September 2024)
P Leighton
Auditor

The auditor, Moore Kingston Smith LLP, 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 company’s auditor 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 company’s auditor is aware of that information.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
R Meehan
Director
28 February 2025
Z Hotels Trading WB Ltd
Directors' Responsibilities Statement
For the year ended 31 March 2024
Page 2

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 company and of the profit or loss of the company 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Z Hotels Trading WB Ltd
Independent Auditor's Report
To the Members of Z Hotels Trading WB Ltd
Page 3
Opinion

We have audited the financial statements of Z Hotels Trading WB Ltd (the 'company') for the year ended 31 March 2024 which comprise the Profit and Loss Account, the Balance Sheet, 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 FRS 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 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.

Material uncertainty related to going concern

We draw attention to note 1.2 in the financial statements, which indicates that the availability of financing within the wider group may impact the company’s ability to continue as a going concern. As stated in note 1.2 these events or conditions, along with the other matters as set forth in note 1.2 indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified 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.

Z Hotels Trading WB Ltd
Independent Auditor's Report (Continued)
To the Members of Z Hotels Trading WB Ltd
Page 4

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in 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 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 company or to cease operations, or have no realistic alternative but to do so.

Z Hotels Trading WB Ltd
Independent Auditor's Report (Continued)
To the Members of Z Hotels Trading WB Ltd
Page 5
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.

 

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

 

Z Hotels Trading WB Ltd
Independent Auditor's Report (Continued)
To the Members of Z Hotels Trading WB Ltd
Page 6

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

 

 

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

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.

Katherine Edwards
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
28 February 2025
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Z Hotels Trading WB Ltd
Profit and loss account
For the year ended 31 March 2024
Page 7
2024
2023
Notes
£
£
Administrative expenses
(490,797)
(96,961)
Interest receivable and similar income
3
1,248,173
657,076
Interest payable and similar expenses
(1,314,883)
(722,832)
Loss before taxation
(557,507)
(162,717)
Taxation
4
-
0
-
0
Loss for the financial year
(557,507)
(162,717)
Z Hotels Trading WB Ltd
Balance Sheet
As at 31 March 2024
Page 8
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
5
14,022,366
14,022,366
Current assets
Debtors
7
48,231,027
35,836,475
Cash at bank and in hand
342,824
262
48,573,851
35,836,737
Creditors: amounts falling due within one year
8
(50,032,464)
(43,325,294)
Net current liabilities
(1,458,613)
(7,488,557)
Total assets less current liabilities
12,563,753
6,533,809
Creditors: amounts falling due after more than one year
9
(13,000,000)
(6,412,549)
Net (liabilities)/assets
(436,247)
121,260
Capital and reserves
Called up share capital
10
1
1
Profit and loss reserves
(436,248)
121,259
Total equity
(436,247)
121,260

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 28 February 2025 and are signed on its behalf by:
R Meehan
Director
Company Registration No. 10057646
Z Hotels Trading WB Ltd
Statement of Changes in Equity
For the year ended 31 March 2024
Page 9
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2022
1
283,976
283,977
Year ended 31 March 2023:
Loss and total comprehensive income for the year
-
(162,717)
(162,717)
Balance at 31 March 2023
1
121,259
121,260
Year ended 31 March 2024:
Loss and total comprehensive income for the year
-
(557,507)
(557,507)
Balance at 31 March 2024
1
(436,248)
(436,247)
Z Hotels Trading WB Ltd
Notes to the Financial Statements
For the year ended 31 March 2024
Page 10
1
Accounting policies
Company information

Z Hotels Trading WB Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 53-59 Chandos Place, London, United Kingdom, WC2N 4HS.

1.1
Accounting convention

These financial statements have been prepared in accordance with Section 1A of 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 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 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Z Hotels Trading WB Ltd is a wholly owned subsidiary of Z Group Topco Ltd and the results of Z Hotels Trading WB Ltd are included in the consolidated financial statements of Z Group Topco Ltd which are available from Companies House.

Z Hotels Trading WB Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
1
Accounting policies
(Continued)
Page 11
1.2
Going concern

The Company made a loss for the year of £557,507 (2023: £162,717) and had net liabilities at the reporting date of £436,247 (2023: assets of £121,260).

 

The Group, of which this Company is a part, has continued to trade at exceptionally high levels of occupancy with the annual rate of occupancy running at 99% at the balance sheet date. ARR continues on a growth trajectory and measures to control costs have taken an annualised £2m out of the cost base. Upgrades to core systems and revenue management improvements are contributing towards increases in ARR, whilst discussions over refinancing and asset optimisation are progressing positively.

 

The Group has loans totalling £104.1m of which £4.3m is repayable on demand at the balance sheet date and £82m is repayable within 12 months of the date of approval of these financial statements. Of the remaining amounts, £14.3m is repayable in May 2028 and £4m repayable in July 2027. The Group has obtained a letter confirming that £4m of the amounts repayable on demand will not be recalled within at least 12 months of the date of approval of these financial statements.

 

The directors have drawn up cash flow forecasts for the Group which extend to March 2026 to assess its ability to continue as a going concern. Should the Group loans of £86.3m be called for repayment, there is unlikely to be sufficient headroom available without either refinancing the loans or renegotiating the terms and conditions of the loans.

 

These factors indicate the existence of material uncertainties which may cast significant doubt on the Group's and therefore the Company’s ability to continue as a going concern. While there can be no certainty over the assumptions made in preparing the cash flow forecast, the directors have prepared the financial statements on a going concern basis as they have a reasonable expectation that, if required, either refinancing will be available to the group or that the terms of the group’s loans can be renegotiated such that repayments can be managed in a reasonable way.

 

The financial statements do not contain any adjustments that would arise if the Company were unable to continue as a going concern.

1.3
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.

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

1.4
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.

1.5
Financial instruments

The company only has basic financial instruments measured at amortised cost, with no financial instruments classified as other or basic instruments at fair value.

Z Hotels Trading WB Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
1
Accounting policies
(Continued)
Page 12
1.6
Equity instruments

Equity instruments issued by the company 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 company.

1.7
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax 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 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
Employees

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

2024
2023
Number
Number
Total
-
0
-
0
3
Interest receivable and similar income
2024
2023
£
£
Interest receivable and similar income includes the following:
Interest receivable from group companies
1,248,161
657,076
Z Hotels Trading WB Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
Page 13
4
Taxation

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:

2024
2023
£
£
Loss before taxation
(557,507)
(162,717)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
(139,377)
(30,916)
Tax effect of expenses that are not deductible in determining taxable profit
38
-
0
Group relief
139,339
30,916
Taxation charge for the year
-
-
5
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
14,022,366
14,022,366
6
Subsidiaries

Details of the company's subsidiaries at 31 March 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Z Hotels LBS Limited
England and Wales
Ordinary
100.00
Z Hotels Management Limited
England and Wales
Ordinary
100.00
Z Hotels OCS Limited
England and Wales
Ordinary
100.00
Z Hotels Operations Limited
England and Wales
Ordinary
100.00
Z Hotels OS Limited
England and Wales
Ordinary
100.00
Z Hotels Management Contracts Limited
England and Wales
Ordinary
100.00
Z Hotels Bath Limited
England and Wales
Ordinary
100.00
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
48,231,027
35,836,475

An impairment loss of £Nil (2023: £Nil) was recognised against debtors during the year.

Z Hotels Trading WB Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
7
Debtors
(Continued)
Page 14
8
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans and overdrafts
1,250,000
2,490,362
Trade creditors
7,460
-
0
Amounts owed to group undertakings
48,408,999
40,815,725
Accruals and deferred income
366,005
19,207
50,032,464
43,325,294

 

9
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
13,000,000
6,412,549

In 2023, the company obtained a bank loan of £15m. The loan attracts interest at a rate of 4.50% + BOE base rate. The loan is repayable in quarterly instalments over the period to 11 May 2028. The bank loan is secured by way of a charge over all assets of the company and its subsidiaries.

10
Called up share capital
2024
2023
£
£
Ordinary share capital
Issued and fully paid
1 Ordinary share of £1
1
1
1
1
11
Financial commitments

A composite cross guarantee structure exists between Z Hotels Trading WB Limited, Z Hotels Holborn Ltd, Z Hotels ZHT Ltd, Z CHA Holdco Ltd, Z Propco II Ltd, Z Hotels Trafalgar Ltd, Z Hotels Green Mgt Ltd, Z Hotels OCS Limited, Z Hotels OS Limited, Z Hotels LBS Limited, Z Hotels Bath Limited, Z Hotels Operations Limited, Z Hotels Management Contracts Limited, Z Hotels Operations Ltd and Z Hotels Management Limited. The aggregate amount outstanding under these agreements at the balance sheet date was £14,250,000 (2023: £4,056,549).

Z Hotels Trading WB Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
Page 15
12
Related party transactions

As a wholly owned subsidiary of Z Hotels Group Limited, advantage has been taken of the exemption in FRS 102 (section 33) "Related Party Disclosure" in respect of the disclosure of transactions and balances with other wholly owned group undertakings as consolidated financial statements including the company are prepared.

 

No key management received remuneration from the company during the year or the prior year.

13
Parent company

The immediate and ultimate parent company is Z Group Topco Limited.

 

The smallest and largest group of undertakings for which group accounts have been drawn up is headed by Z Group Topco Limited. Copies of the group financial statements can be obtained from Companies House.

 

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