Company Registration No. 04890274 (England and Wales)
Andrew Brownsword Hotels Limited
Annual report and
group financial statements
for the period ended 29 December 2024
Andrew Brownsword Hotels Limited
Company information
Directors
Andrew Brownsword
Jeremy Hancock
Alessandra Brownsword-Matthews
David Matthews
John Badley
Shelley Wadey
(Appointed 22 April 2025)
Secretary
Shelley Wadey
Company number
04890274
Registered office
4 Queen Square
Bath
BA1 2HA
Independent auditor
Saffery LLP
St Catherine's Court
Berkeley Place
Clifton
Bristol
BS8 1BQ
Andrew Brownsword Hotels Limited
Contents
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 7
Group statement of comprehensive income
8
Group statement of financial position
9
Company statement of financial position
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 30
Andrew Brownsword Hotels Limited
Strategic report
For the period ended 29 December 2024
1

The directors present the strategic report and financial statements for the period ended 29 December 2024.

Fair review of the business

The loss for the period, after taxation was £3,284,788 (period ended 31 December 2023: loss of £2,565,625).

Net assets at the period end were £35,500,958 (period ended 31 December 2023: £38,785,746).

The loss for the period will be transferred to reserves.

No dividends were received or paid during the period. Dividends of £12,500,000 were paid in the prior period.

Principal risks and uncertainties

The company manages competitive trading risk by providing high quality services, consistent renewal of its properties and maintaining strong relationships with its customers and investing in the development and performance of highly professional service staff.

In line with the hotel and restaurant industry generally, the business is exposed to normal economic and market factors which ultimately reflect the strength of the economy and the strength of local conditions. This is affected by business usage and tourism as well as normal seasonal factors and weather conditions.

The directors believe the company is well placed to compete in the market despite challenging market conditions.

Development and performance

It is the company’s policy that payments to suppliers are made in accordance with those terms and conditions agreed between the company and its suppliers, provided that all trading terms and conditions have been complied with.

Key performance indicators

To enable review of performance and benchmarking within the group, many KPI’s are regularly used and an example of these would be: average room rate, occupancy %, yield, food and beverage COS %, cost per occupied for room for certain room costs/payroll, wage cost %, utility cost per occupied room and EBITDA.

 

On behalf of the board

Shelley Wadey
Director
24 June 2025
Andrew Brownsword Hotels Limited
Directors' report
For the period ended 29 December 2024
2

The directors present their annual report and financial statements for the period ended 29 December 2024.

Principal activities

The principal activity of the group during the period was the provision of accommodation and restaurant services.

Results and dividends

The results for the period are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

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

Andrew Brownsword
Jeremy Hancock
Peter Tyrrell
(Resigned 13 September 2024)
Alessandra Brownsword-Matthews
David Matthews
John Badley
Shelley Wadey
(Appointed 22 April 2025)
Financial instruments
Liquidity risk

The Group has significant cash resources to meet its financial obligations and has the ongoing support of its sole shareholder.

Interest rate risk

The Group does not have borrowings as at the period end and so is not exposed to interest rate risk.

Foreign currency risk

The Group makes its sales in sterling and has limited purchases in foreign currency therefore its exposure to foreign currency risk is minimal and immaterial.

Credit risk

Credit risk is considered low for the group as credit terms are not provided to the majority of customers.

Auditor

Saffery LLP have expressed their willingness to continue in office.

Andrew Brownsword Hotels Limited
Directors' report (continued)
For the period ended 29 December 2024
3
Statement of directors' responsibilities

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

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).

 

Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of its fair review of the business, details of the group's risks and uncertainties and also its' future developments.

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.

On behalf of the board
Shelley Wadey
Director
24 June 2025
Andrew Brownsword Hotels Limited
Independent auditor's report
To the members of Andrew Brownsword Hotels Limited
4
Opinion

We have audited the financial statements of Andrew Brownsword Hotels Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 29 December 2024 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion 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 directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. 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.

Andrew Brownsword Hotels Limited
Independent auditor's report (continued)
To the members of Andrew Brownsword Hotels Limited
5

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

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

 

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

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company'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.

Andrew Brownsword Hotels Limited
Independent auditor's report (continued)
To the members of Andrew Brownsword Hotels Limited
6

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

 

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.

 

Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.

 

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.

 

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

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

Andrew Brownsword Hotels Limited
Independent auditor's report (continued)
To the members of Andrew Brownsword Hotels Limited
7

Use of our report

This report is made solely to the parent 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 parent company's members those matters we are required to state to them in an auditors 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 parent company and the parent company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

Michael Strong (Senior Statutory Auditor)
For and on behalf of Saffery LLP
24 June 2025
Statutory Auditors
St Catherine's Court
Berkeley Place
Clifton
Bristol
BS8 1BQ
Andrew Brownsword Hotels Limited
Group statement of comprehensive income
For the period ended 29 December 2024
8
Period ended 29 December 2024
Period ended 31 December 2023
Notes
£
£
Turnover
3
11,350,341
10,988,431
Cost of sales
(5,593,153)
(5,290,237)
Gross profit
5,757,188
5,698,194
Administrative expenses
(9,159,738)
(8,504,234)
Operating loss
4
(3,402,550)
(2,806,040)
Interest receivable and similar income
8
75,132
257,535
Other gains and losses
9
54,956
-
Loss before taxation
(3,272,462)
(2,548,505)
Tax on loss
11
(12,326)
(17,120)
Loss for the financial period
(3,284,788)
(2,565,625)
Loss for the financial period is all attributable to the owners of the parent company.
Total comprehensive income for the period is all attributable to the owners of the parent company.

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

Andrew Brownsword Hotels Limited
Group statement of financial position
As at 29 December 2024
9
29 December 2024
31 December 2023
Notes
£
£
£
£
Fixed assets
Tangible assets
13
31,050,667
34,076,844
Current assets
Stocks
16
75,665
91,571
Debtors
17
995,715
1,147,383
Cash at bank and in hand
5,277,360
5,145,453
6,348,740
6,384,407
Creditors: amounts falling due within one year
18
(1,898,449)
(1,675,505)
Net current assets
4,450,291
4,708,902
Total assets less current liabilities
35,500,958
38,785,746
Capital and reserves
Called up share capital
21
16,073,002
16,073,002
Share premium account
30,219,006
30,219,006
Other reserves
18,000,000
18,000,000
Profit and loss reserves
(28,791,050)
(25,506,262)
Total equity
35,500,958
38,785,746
The financial statements were approved by the board of directors and authorised for issue on 24 June 2025 and are signed on its behalf by:
24 June 2025
Shelley Wadey
Director
Company Registration No. 04890274
Andrew Brownsword Hotels Limited
Company statement of financial position
As at 29 December 2024
29 December 2024
10
29 December 2024
31 December 2023
Notes
£
£
£
£
Fixed assets
Tangible assets
13
8,610
10,964
Investments
14
35,661,200
40,288,201
35,669,810
40,299,165
Current assets
Stocks
16
693
9,543
Debtors
17
4,371,021
4,265,830
Cash at bank and in hand
1,969,977
1,695,992
6,341,691
5,971,365
Creditors: amounts falling due within one year
18
(325,090)
(235,943)
Net current assets
6,016,601
5,735,422
Net assets
41,686,411
46,034,587
Capital and reserves
Called up share capital
21
16,073,002
16,073,002
Share premium account
30,219,006
30,219,006
Other reserves
18,000,000
18,000,000
Profit and loss reserves
(22,605,597)
(18,257,421)
Total equity
41,686,411
46,034,587

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 period was £4,348,176 (31 December 2023 - £729,308 profit).

The financial statements were approved by the board of directors and authorised for issue on 24 June 2025 and are signed on its behalf by:
24 June 2025
Shelley Wadey
Director
Company Registration No. 04890274 (England and Wales)
Andrew Brownsword Hotels Limited
Group statement of changes in equity
For the period ended 29 December 2024
11
Share capital
Share premium account
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 2 January 2023
16,073,002
48,219,006
-
(10,440,637)
53,851,371
Period ended 31 December 2023:
Loss and total comprehensive income
-
-
-
(2,565,625)
(2,565,625)
Dividends
10
-
-
-
(12,500,000)
(12,500,000)
Reduction of shares
-
(18,000,000)
-
-
(18,000,000)
Transfers
-
-
18,000,000
-
18,000,000
Balance at 31 December 2023
16,073,002
30,219,006
18,000,000
(25,506,262)
38,785,746
Period ended 29 December 2024:
Loss and total comprehensive income
-
-
-
(3,284,788)
(3,284,788)
Balance at 29 December 2024
16,073,002
30,219,006
18,000,000
(28,791,050)
35,500,958
Andrew Brownsword Hotels Limited
Company statement of changes in equity
For the period ended 29 December 2024
12
Share capital
Share premium account
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 2 January 2023
16,073,002
48,219,006
-
(6,486,729)
57,805,279
Period ended 31 December 2023:
Profit and total comprehensive income for the period
-
-
-
729,308
729,308
Dividends
10
-
-
-
(12,500,000)
(12,500,000)
Reduction of shares
-
(18,000,000)
-
-
(18,000,000)
Transfers
-
-
18,000,000
-
18,000,000
Balance at 31 December 2023
16,073,002
30,219,006
18,000,000
(18,257,421)
46,034,587
Period ended 29 December 2024:
Profit and total comprehensive income
-
-
-
(4,348,176)
(4,348,176)
Balance at 29 December 2024
16,073,002
30,219,006
18,000,000
(22,605,597)
41,686,411
Andrew Brownsword Hotels Limited
Group statement of cash flows
For the period ended 29 December 2024
13
Period ended 29 December 2024
Period ended 31 December 2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
27
230,972
(40,159)
Income taxes paid
-
0
(14,005)
Net cash inflow/(outflow) from operating activities
230,972
(54,164)
Investing activities
Purchase of tangible fixed assets
(229,153)
(152,295)
Remeasurement of deferred consideration
54,956
-
Interest received
75,132
257,535
Net cash (used in)/generated from investing activities
(99,065)
105,240
Financing activities
Dividends paid to equity shareholders
-
0
(12,500,000)
Net cash used in financing activities
-
(12,500,000)
Net increase/(decrease) in cash and cash equivalents
131,907
(12,448,924)
Cash and cash equivalents at beginning of period
5,145,453
17,594,377
Cash and cash equivalents at end of period
5,277,360
5,145,453
Andrew Brownsword Hotels Limited
Notes to the group financial statements
For the period ended 29 December 2024
14
1
Accounting policies
Company information

Andrew Brownsword Hotels Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is 4 Queen Square, Bath, BA1 2HA.

 

The group consists of Andrew Brownsword 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 group. 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 financial statements of the group are drawn up to either a 52 or 53 week period each year which is in accordance with the group management accounts. This is in line with the Companies Act 2006 as the period end is never more than seven days before or after the year end date of 31 December each year.

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 group 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 group financial statements:

 

The Group financial statements consolidate the financial statements of the Company and its subsidiary undertakings drawn up to a 52 - 53 week period each year. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the Group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity it accounts for that entity as a subsidiary. Business combinations are accounted for under the purchase method. Where necessary adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
1
Accounting policies (continued)
15
1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Andrew Brownsword 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 29 December 2024. 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.

1.3
Going concern

The directors have prepared the financial statements on a going concern basis as, in their opinion, the group is able to meet its obligations as they fall due. This opinion is based on detailed forecasting for the following 12 months based on current and expected market conditions together with current performance levels.

1.4
Turnover

Revenue is recognised to the extent that the group obtains the right to consideration in exchange for its performance. Revenue is measured at the fair value of the consideration received, excluding discounts, rebates, value added tax and other sales taxes or duty. The following criteria must be met before revenue is recognised:

 

Management fee income is recognised when the fees are due to the group; accommodation is recognised when a room is occupied; food and beverages are recognised when food and beverages are sold; sundry and other revenues, consisting of items such as room hire and car parking, are recognised at the point of sale.

1.5
Intangible fixed assets - goodwill

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of the asset as follows:

 

Goodwill            10% straight line

1.6
Tangible fixed assets

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

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

Land and buildings Freehold
Nil - 20% straight line
Land and buildings Leasehold
Nil - 20% straight line
Plant and machinery
5 - 20% straight line
Fixtures, fittings & equipment
10 - 33% straight line
Computer equipment
20 - 33% 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 recognised in the income statement.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
1
Accounting policies (continued)
16

In accordance with normal practice in the UK hotel industry, no depreciation is provided on the group's freehold property acquired at cost. It is the group's practice to maintain its property in a continual state of sound repair and to make improvements thereto from time to time. Accordingly, the directors consider that the life of the asset and residual value, based on the price prevailing at the time of acquisition, is such that its depreciation would be insignificant.

 

The group has undertaken refurbishment to its property. This expenditure is split between work to the core of the buildings, with nil depreciation, and work to building surfaces and services, with a finite useful economic life and depreciated at rates between 5% and 10% accordingly.

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.

1.8
Impairment of fixed assets

At each reporting 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 group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

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 comprise raw materials and finished goods which are food and beverages respectively. Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
1
Accounting policies (continued)
17

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.

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 statement of financial position 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, 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.

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.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
1
Accounting policies (continued)
18
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.

 

Financial liabilities classified as payable within one year are not amortised.

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

Deferred tax

Deferred tax 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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. 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.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
1
Accounting policies (continued)
19
1.14
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 group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Contributions in respect of the group's defined contribution pension scheme are charged to the profit and loss account for the period in which they are payable to the scheme. Differences between contributions payable and contributions actually paid in the period are shown either as accruals or prepayments at the period end.

1.16
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions.

2
Critical accounting 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.

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.

Impairment of fixed asset investments

In assessing the impairment charge to be made to the company's fixed asset investments (see note 14), management have reviewed the net asset position of each subsidiary alongside its future earnings to assess whether these amounts fall below the carrying value of each subsidiary.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
20
3
Turnover and other revenue

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

Period ended 29 December 2024
Period ended 31 December 2023
£
£
Turnover analysed by class of business
Management fees
1,231,783
1,221,192
Hotel accommodation
7,614,606
7,397,125
Food and beverage
2,057,747
2,012,325
Sundry and other revenue
446,205
357,789
11,350,341
10,988,431
4
Operating loss
Period ended 29 December 2024
Period ended 31 December 2023
£
£
Operating loss for the period is stated after charging:
Exchange losses
5
177
Depreciation of owned tangible fixed assets
604,330
638,066
Impairment of owned tangible fixed assets
2,650,998
1,399,651
Operating lease charges
1
4
5
Auditor's remuneration
Period ended 29 December 2024
Period ended 31 December 2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
14,600
14,040
Audit of the financial statements of the company's subsidiaries
40,360
36,500
54,960
50,540
Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
21
6
Employees

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

Group
Company
Period ended 29 December 2024
Period ended 31 December 2023
Period ended 29 December 2024
Period ended 31 December 2023
Number
Number
Number
Number
Employees
183
191
24
23

Their aggregate remuneration comprised:

Group
Company
Period ended 29 December 2024
Period ended 31 December 2023
Period ended 29 December 2024
Period ended 31 December 2023
£
£
£
£
Wages and salaries
4,745,195
4,386,094
1,143,134
1,006,943
Social security costs
448,478
442,976
153,777
164,037
Pension costs
140,806
164,607
105,547
138,557
5,334,479
4,993,677
1,402,458
1,309,537
7
Directors' remuneration
Period ended 29 December 2024
Period ended 31 December 2023
£
£
Remuneration for qualifying services
372,987
368,248
Company pension contributions to defined contribution schemes
47,809
47,790
Ex gratia payments and compensation
-
254,121
420,796
670,159

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (31 December 2023 - 4).

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
7
Directors' remuneration (continued)
22
Remuneration disclosed above includes the following amounts paid to the highest paid director:
Period ended 29 December 2024
Period ended 31 December 2023
£
£
Remuneration for qualifying services
171,122
255,579
Company pension contributions to defined contribution schemes
26,471
81,114
8
Interest receivable and similar income
Period ended 29 December 2024
Period ended 31 December 2023
£
£
Interest income
Interest on bank deposits
75,132
257,535
9
Other gains and losses
Period ended 29 December 2024
Period ended 31 December 2023
£
£
Amounts written back to non-current debtors
54,956
-
10
Dividends
Period ended 29 December 2024
Period ended 31 December 2023
Recognised as distributions to equity holders:
£
£
Final paid
-
12,500,000
Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
23
11
Taxation
Period ended 29 December 2024
Period ended 31 December 2023
£
£
Current tax
UK corporation tax on profits for the current period
-
0
14,005
Deferred tax
Origination and reversal of timing differences
10,950
3,115
Adjustment in respect of prior periods
1,376
-
0
Total deferred tax
12,326
3,115
Total tax charge
12,326
17,120

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:

Period ended 29 December 2024
Period ended 31 December 2023
£
£
Loss before taxation
(3,272,462)
(2,548,505)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (31 December 2023: 23.52%)
(818,116)
(599,408)
Tax effect of expenses that are not deductible in determining taxable profit
703,646
363,316
Tax effect of income not taxable in determining taxable profit
(13,739)
(14)
Change in unrecognised deferred tax assets
139,683
241,316
Effect of change in corporation tax rate
-
171
Deferred tax adjustments in respect of prior years
1,376
-
0
Short-term timing differences
-
0
12,947
Transfer pricing adjustments
(526)
(1,208)
2
-
0
Taxation charge
12,326
17,120
Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
24
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

Period ended 29 December 2024
Period ended 31 December 2023
£
£
In respect of:
Property, plant and equipment
2,650,998
1,399,651
Recognised in:
Administrative expenses
2,650,998
1,399,651

Following review of the value of The Manchester Abode Limited & The Arthouse Glasgow Limited, in light of market conditions, an impairment charge has been made to reduce the value of the fixed assets.

13
Tangible fixed assets
Group
Land and buildings Freehold
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Total
£
£
£
£
£
Cost
At 1 January 2024
31,538,603
9,293,762
9,867,698
5,817,110
56,517,173
Additions
16,500
-
0
61,216
151,436
229,152
Disposals
-
0
-
0
(1,697)
(92,375)
(94,072)
At 29 December 2024
31,555,103
9,293,762
9,927,217
5,876,171
56,652,253
Depreciation and impairment
At 1 January 2024
7,860,735
726,850
8,193,117
5,659,627
22,440,329
Depreciation charged in the period
149,527
23,298
338,752
92,753
604,330
Impairment losses
2,650,998
-
0
-
-
0
2,650,998
Eliminated in respect of disposals
-
0
-
0
(1,696)
(92,375)
(94,071)
At 29 December 2024
10,661,260
750,148
8,530,173
5,660,005
25,601,586
Carrying amount
At 29 December 2024
20,893,843
8,543,614
1,397,044
216,166
31,050,667
At 31 December 2023
23,677,868
8,566,912
1,674,581
157,483
34,076,844
Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
13
Tangible fixed assets (continued)
25
Company
Fixtures, fittings & equipment
Computer equipment
Total
£
£
£
Cost
At 1 January 2024
2,074
114,145
116,219
Additions
-
0
2,892
2,892
At 29 December 2024
2,074
117,037
119,111
Depreciation and impairment
At 1 January 2024
2,074
103,181
105,255
Depreciation charged in the period
-
0
5,246
5,246
At 29 December 2024
2,074
108,427
110,501
Carrying amount
At 29 December 2024
-
0
8,610
8,610
At 31 December 2023
-
0
10,964
10,964
14
Fixed asset investments
Group
Company
29 December 2024
31 December 2023
29 December 2024
31 December 2023
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
35,661,200
40,288,201
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024 and 29 December 2024
40,288,201
Impairment
At 1 January 2024
-
Impairment losses
4,627,001
At 29 December 2024
4,627,001
Carrying amount
At 29 December 2024
35,661,200
At 31 December 2023
40,288,201
Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
26
15
Subsidiaries

Details of the company's subsidiaries at 29 December 2024 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
The Arthouse Glasgow Limited
1
Hotel operators
Ordinary
100.00
The Chester Abode Limited
1
Hotel operators
Ordinary
100.00
The County Hotel Canterbury Limited
1
Hotel operators
Ordinary
100.00
The Manchester Abode Limited
1
Hotel operators
Ordinary
100.00
The Royal Clarence Hotel Limited
1
Not trading
Ordinary
100.00

All companies are registered in the UK. Registered office addresses (all UK unless otherwise indicated):

1
4 Queen Square, Bath, BA1 2HA
16
Stocks
Group
Company
29 December 2024
31 December 2023
29 December 2024
31 December 2023
£
£
£
£
Raw materials and consumables
17,020
16,447
-
-
Finished goods and goods for resale
58,645
75,124
693
9,543
75,665
91,571
693
9,543
Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
27
17
Debtors
Group
Company
29 December 2024
31 December 2023
29 December 2024
31 December 2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
125,331
371,866
142,227
373,148
Amounts owed by group undertakings
-
-
4,090,049
3,790,049
Other debtors
405,827
5,935
-
0
-
0
Prepayments and accrued income
438,208
385,863
112,396
63,958
969,366
763,664
4,344,672
4,227,155
Amounts falling due after more than one year:
Other debtors
-
0
345,044
-
0
-
0
Deferred tax asset (note 19)
26,349
38,675
26,349
38,675
26,349
383,719
26,349
38,675
Total debtors
995,715
1,147,383
4,371,021
4,265,830
The amounts owed by group undertakings are loan amounts owed from subsidiaries of the group and are repayable upon demand. Interest will accrue on the loans at the rate of 1% per annum above the base rate from time to time of National Westminster Bank PLC.
18
Creditors: amounts falling due within one year
Group
Company
29 December 2024
31 December 2023
29 December 2024
31 December 2023
£
£
£
£
Trade creditors
563,102
398,232
125,733
37,921
Other taxation and social security
448,523
436,086
102,489
88,640
Other creditors
34,020
32,848
1,562
9,965
Accruals and deferred income
852,804
808,339
95,306
99,417
1,898,449
1,675,505
325,090
235,943

 

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
28
19
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:

Assets
Assets
29 December 2024
31 December 2023
Group
£
£
ACAs
26,349
38,675
Assets
Assets
29 December 2024
31 December 2023
Company
£
£
ACAs
26,349
38,675
Group
Company
29 December 2024
29 December 2024
Movements in the period:
£
£
Asset at 1 January 2024
(38,675)
(38,675)
Charge to profit or loss
12,326
12,326
Asset at 29 December 2024
(26,349)
(26,349)

The group has £7,915,735 (period ended 31 December 2023: £6,917,246) trading losses to carry forward against available future profits and £5,240,718 (period ended 31 December 2023: £5,295,674) capital losses to carry forward to utilise against future chargeable gains.

20
Retirement benefit schemes
29 December 2024
31 December 2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
140,806
164,607

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.

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
29
21
Share capital
29 December 2024
31 December 2023
29 December 2024
31 December 2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 25p each
64,292,008
64,292,008
16,073,002
16,073,002

Shares rank equally for voting purposes. On a show of hands, each member shall have one vote and on a poll each member shall have one vote per share held.

22
Contingent assets

As at the date of signing the financial statements, the group is undergoing a claim against various financial institutions in relation to finance charges.   Although settlement is considered probable, the expected settlement cannot be reliably estimated at this stage.

23
Operating lease commitments
Lessee

The total future minimum lease payments under non-cancellable operating leases are as follows:

24
Events after the reporting date

On 3rd February 2025 ownership of the Arthouse Glasgow Limited property and the business operating at the property were transferred to an external party for proceeds of £4.5m.

25
Related party transactions

Group

The company has taken advantage of the exemption available in FRS 102 Section 33 "Related Party Disclosures" whereby it has not disclosed transactions between the ultimate parent and any wholly owned subsidiary undertaking.

 

All balances due to the parent company and subsidiaries of the group are disclosed in note 16 and note 17.

 

Company

The company is owned and controlled by Alessandra Brownsword-Matthews, a director of the company.

 

During the period, Andrew Brownsword Hotels Limited made purchases from Alessandra Brownsword-Matthews of £nil (period ended 31 December 2023: £92,013). During the period, Andrew Brownsword Hotels Limited made sales of £825 to Alessandra Brownsword-Matthews (period ended 31 December 2023: £564).

 

During the period, Andrew Brownsword Hotels Limited made sales to Andrew Brownsword of £942 (period ended 31 December 2023: £3,631). A balance of £810 (period ended 31 December 2023: £nil) was outstanding at the period end.

 

Walton Street LLP is owned and controlled by Andrew Brownsword, a director of the company. During the period, Andrew Brownsword Hotels Limited made sales of £nil to Walton Street (period ended 31 December 2023: £406).

Andrew Brownsword Hotels Limited
Notes to the group financial statements (continued)
For the period ended 29 December 2024
30
26
Controlling party

The company's ultimate parent company is The Bath Priory Limited, which is incorporated in England and Wales. The ultimate controlling party is Alessandra Brownsword-Matthews by virtue of her shareholding in the ultimate parent company.

27
Cash generated from/(absorbed by) group operations
29 December 2024
31 December 2023
£
£
Loss for the period after tax
(3,284,788)
(2,565,625)
Adjustments for:
Taxation charged
12,326
17,120
Investment income
(75,132)
(257,535)
Depreciation and impairment of tangible fixed assets
3,255,328
2,037,717
Other gains and losses
(54,956)
-
Movements in working capital:
Decrease/(increase) in stocks
15,906
(1,926)
Decrease in debtors
139,344
822,033
Increase/(decrease) in creditors
222,944
(91,943)
Cash generated from/(absorbed by) operations
230,972
(40,159)
28
Analysis of changes in net funds - group
1 January 2024
Cash flows
29 December 2024
£
£
£
Cash at bank and in hand
5,145,453
131,907
5,277,360
2024-12-292024-01-01falseCCH SoftwareCCH Accounts Production 2024.210Andrew BrownswordJeremy HancockAlessandra Brownsword-MatthewsDavid MatthewsJohn BadleyMr J P BradleyShelley WadeyShelley 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