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Registered number: 09908057
THE RESIDENT COVENT GARDEN LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE RESIDENT COVENT GARDEN LIMITED
REGISTERED NUMBER: 09908057
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
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Creditors: amounts falling due within one year
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Net current assets/(liabilities)
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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THE RESIDENT COVENT GARDEN LIMITED
REGISTERED NUMBER: 09908057
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2024
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 31 July 2025.
................................................
W Laxton
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THE RESIDENT COVENT GARDEN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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Taxation in respect of items of other comprehensive income
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Surplus on revaluation of freehold property
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Deferred tax on property revaluations
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Fair value movement on interest rate swap
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Total comprehensive income for the year
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Transfer to/from profit and loss account
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The notes on pages 5 to 17 form part of these financial statements.
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THE RESIDENT COVENT GARDEN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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Taxation in respect of items of other comprehensive income
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Surplus on revaluation of freehold property
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Deferred tax on property revaluations
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Fair value movement on interest rate swap
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Total comprehensive income for the year
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Transfer to/from profit and loss account
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The notes on pages 5 to 17 form part of these financial statements.
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Resident Covent Garden Limited is a private company, limited by shares, and registered in England and Wales. The Company's registered number is 09908057 and registered office address is Unit 4, The Whitehouse, 9 Belvedere Road, London, England, SE1 8YS. The principal place of business is 51 Bedford Street, London, WC2R 0PZ.
The principal activity of the Company is that of a hotelier.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
The directors have prepared cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements which indicate that the Company will have sufficient funds, through continued funding from its bankers, to meet its liabilities as they fall due for that period.
Consequently, the directors are confident that the Company will have sufficient funds to continue to meets its liabilities as they fall due for a period of 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Revenue from accommodation, food and beverages and other ancillary services are recognised on the date of delivery of the service, as this is the date on which risk and reward transfers from the Company to the customer. Any amounts received before the end of the reporting period in respect of the provision of accommodation and services after the reporting period are treated accordingly as deferred revenues.
Interest income is recognised in profit or loss using the effective interest method.
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Tangible fixed assets (continued)
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Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following bases:
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2 - 5 years straight line
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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Revaluation of tangible fixed assets
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Individual freehold properties are carried at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the Statement of Financial Position date. Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.
Revaluation gains and losses are recognised in Other Comprehensive Income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short term debtors are measured at transaction price, less any impairment.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
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Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
The Company uses variable to fixed interest rate swaps to manage its exposure to fair value risk on its bank loan. These derivatives are measured at fair value at each Statement of Financial Position date. The fair value is determined by the lender based on the mid-market price for the instrument as at the close of business at the Statement of Financial Position date.
To the extent the cash flow hedge is effective, movements in fair value are recognised in Other Comprehensive Income and presented in a separate Cash Flow Hedge Reserve. Any ineffective portions of those movements are recognised in profit or loss for the year.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In the process of applying its accounting policies, the Company is required to make certain estimates, judgements and assumptions that it believes are reasonable based on the information available. These judgements, estimates and assumptions affect the amounts of assets and liabilities at the date of the financial statements and the amounts of revenues and expenses recognised during the reporting periods presented.
On an ongoing basis, the Company evaluates its estimates using historical experience, consultation with experts and other methods considered reasonable in the particular circumstances. Actual results may differ significantly from the estimates, the effect of which is recognised in the period in which the facts that give rise to the revision become known.
Going concern
The directors have used judgement in determining that the Company is a going concern. See note 2.2 for further details.
Present value of shareholder loans
Included within Other loans are loans to shareholders of £5,250,428 (2023: £5,137,062) which are non-interest bearing and are repayable at such time and in such amounts as the Company determines. They are accounted for at the present value of estimated future cash flows and in recognising their present value management are required to estimate both the future cash flows and the market rate of interest of 6% for a similar financial liability to discount the loan with. Slight changes in these assumptions could have a material impact on the present value of shareholders loan and the interest payable in the Statement of Comprehensive Income recognised in relation to the unwinding of the discounted loan of £336,817 (2023: £333,552).
The estimation of future loan repayments is particularly prone to estimation uncertainty, with the impact of COVID-19 on the business in recent years for example resulting in significant revisions to the timing and amounts of estimated future cash flows. As a result of these changes there has been a £113,199 increase in the present value of shareholder loans during 2024 (2023: £77,907 decrease).
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
3.Judgements in applying accounting policies (continued)
Revaluation of freehold property
The Company holds freehold property, including fixtures and fittings, of £42,200,000 (2023: £38,410,000) which are accounted for under the revaluation model. Valuation of freehold property is a significant area of estimation. Directors' valuations are based upon the most recent external valuations available by external professional valuers' and directors' expertise and knowledge of current market conditions. The valuation of freehold property is inherently subjective, as it is based upon valuer assumptions and members' assessment of market conditions which may prove to be inaccurate. Slight changes in these assumptions could have a material impact on the financial statements. The revaluation gain for the year was £4,095,887 (2023: £509,441) during the year and is recognised in Other Comprehensive Income.
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The Company has no employees other than the directors, who did not receive any remuneration (2023: £nil).
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Cost or valuation at 31 December 2024 is as follows:
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Revaluation surplus based on third party valuation provided by Avison Young on a value
in use basis at 31 December 2024
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:
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Amounts owed by group undertakings
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Prepayments and accrued income
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Creditors: amounts falling due after more than one year
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Amounts falling due 1-2 years
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Amounts falling due 2-5 years
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Amounts falling due after more than 5 years
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Bank loans includes a commercial loan facility. In November 2022 the £55.4m joint term loan with The Resident Kensington Limited, The Resident Liverpool LLP and The Resident Soho Limited was restated and reduced to a £54.8m loan facility. As part of the revised arrangements the loan, which was previously repayable in full in November 2022, is now repayable in November 2027 and the interest rate charged on the loan has been amended to SONIA plus 2.5%.
The commercial loan facility is secured against freehold property owned by the Company and a debenture over the Company's assets. The Company also gave a joint and several guarantee for all sums due to National Westminster Bank plc under this facility. The Resident Covent Garden Holdings Limited, The Resident Kensington Limited, The Resident Kensington Holdings Limited, The Resident Liverpool LLP, The Resident Soho Limited and The Resident Soho Holdings Limited also provided joint and several guarantees.
The balance on the commercial bank loan as at 31 December 2024 is £22,167,729 (2023: £22,095,288). £310,281 (2023: £282,772) finance fees incurred in relation to the commercial bank loan have been netted off against the loan liability and are being amortised over the term of the loan.
In November 2022, The Resident Soho Limited entered into a swap agreement of £41.1m, of which £16.9m is allocated to the Company based on its proportion of the year end loan facility, whereby each entity pays interest at 4.24% and receives interest at SONIA. The swap is held at fair value of £58,075 (2023: £449,234) at the date of the Statement of Financial Position.
Other loans represent loans from shareholders that are non-interest bearing and unsecured. Although the loans are repayable at such time and in such amounts as the Company determines, the directors consider that these loans constitute a liability rather than equity due to the existence of a constructive obligation to repay the amounts owed to the shareholders.
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Charged to profit or loss
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Charged to other comprehensive income
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The provision for deferred taxation is made up as follows:
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Accelerated capital allowances
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Short term timing differences
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Tax losses carried forwards
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Allotted, called up and fully paid
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96,154 (2023: 96,154) ordinary shares of £1.00 each
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665 (2023: 665) growth shares of £0.01 each
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Revaluation reserve
This reserve is used to record increases in the fair value of land and buildings and decreases to the extent that such decrease relates to an increase on the same asset. Deferred tax in relation to these increases / decreases in the fair value of land and buildings is also charged / credited to the revaluation reserve.
Profit and loss account
Includes all current year and prior year retained profits and losses, less any distributions.
Distribution reserve
Relates to the amounts discounted from the value of the shareholders loans.
Cash flow hedge reserve
The cash flow hedge reserve is used to record movements in the fair value of derivatives where the Company has applied hedge accounting.
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Change in accounting estimate
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In accordance with FRS 102 other loans, representing loans from shareholders that are non-interest bearing, were discounted upon initial recognition to reflect the present value of estimated future cash flows based on the effective interest rate.
Subsequent to the initial recognition of these loans, actual cash flows have differed to the original estimates. Therefore during the year ended 31 December 2024 there was a change in accounting estimate of the present value of the remaining future cash flows. As a result of this change in accounting estimate there was an increase in the liability as at 31 December 2024 of £476,549, which has been recognised within interest receivable in the Statement of Comprehensive Income (2023: decrease in the liability of £77,907 which was recognised within interest receivable). This change in estimate will impact on interest payable in future financial years.
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Commitments under operating leases
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At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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THE RESIDENT COVENT GARDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Company's immediate parent company is The Resident Covent Garden Holdings Limited, which is registered in England and Wales.
The Company's ultimate parent company and controlling party is Mactaggart Hotel Holdings Limited, which is registered in England and Wales at 2 Babmaes Street, London, SW1Y 6HD.
Mactaggart Hotel Holdings Limited produces consolidated financial statements, which may be obtained from Companies House.
The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.
The audit report was signed on 31 July 2025 by David Lyons (Senior Statutory Auditor) on behalf of HaysMac LLP.
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