REGISTERED NUMBER: 01742343 (England and Wales)

Mere Golf & Country Club Limited

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Statement of Profit or Loss and Other Comprehensive Income

7

Statement of Financial Position

8

Statement of Changes in Equity

9

Statement of Cash Flows

10

Notes to the Statement of Cash Flows

11

Notes to the Financial Statements

12

DIRECTORS:

SJ Allsop

A Aslam

REGISTERED OFFICE:

Bridge House

12 Market Street

Glossop

Derbyshire

SK13 8AR

REGISTERED NUMBER:

01742343 (England and Wales)

AUDITORS:

McMillan & Co LLP

Chartered Accountants and

Statutory Auditor

28 Eaton Avenue

Matrix Office Park

Buckshaw Village

Chorley

Lancashire

PR7 7NA

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITIES

The principal activities of the company in the year under review were those of hotel and leisure activities.

REVIEW OF BUSINESS

The hotel was closed for refurbishment for the year under review, and the spa closed for refurbishment in May 2025. The golf course has remained open throughout.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

FUTURE DEVELOPMENTS

The refurbished hotel and spa are planned to be re-opened in 2026.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

The directors who have held office during the period from 1 January 2024 to the date of this report are as follows:

TJ Hardwick - resigned 14 November 2024

AP Raja - resigned 14 November 2024

SJ Allsop - appointed 14 November 2024

A Aslam - appointed 14 November 2024

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The company's activities expose it to a number of financial risks including credit risk, cashflow risk and liquidity risk. The use of financial derivatives is governed by the company's policies approved by the Board of Directors, which provide written principles on the use of financial derivatives to manage these risks. The company does not use derivative financial instruments for speculative purposes.

Cashflow risk

The company's activities expose it primarily to the financial risks of changes in interest rates. The directors have previously hedged against interest rate rises however no longer see reason to hedge interest rate rises at this moment in time.

Credit risk

The company's principal financial assets are bank balances and cash, trade and other receivables.

The company's credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. A allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows.

The company has no significant concentration of credit risk, with exposure spread over a large number of counter parties and customers.

Liquidity risk

In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the company uses a mixture of long term and short term debt finance.

ENGAGEMENT WITH EMPLOYEES

Employee consultation

the company places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees and on the various factors affecting the performance of the company. This is achieved through formal and informal meetings.

Disabled employees

Applications for employment by disabled persons are always fully considered, bearing in mind the abilities of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment with the company continues and the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to the of other employees.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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 UK-adopted international accounting standards. 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:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, McMillan & Co LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

A Aslam - Director

29 October 2025

Opinion

We have audited the financial statements of Mere Golf & Country Club Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Profit or Loss and Other Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the UK.

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;

-	have been properly prepared in accordance with IFRSs as adopted by the UK; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

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 Auditors' 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.

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 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 in the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

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 Report of the Directors.

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

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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.

Auditors' 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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

-

the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

-

we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector;

-

we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;

-

we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

-

identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

-

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

-

considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

-

performed analytical procedures to identify any unusual or unexpected relationships; and

-

tested journal entries to identify unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

-

agreeing financial statement disclosures to underlying supporting documentation;

-

reading the minutes of meetings of those charged with governance;

-

enquiring of management as to actual and potential litigation and claims; and

-

reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Andrea Gerring FCA (Senior Statutory Auditor)

for and on behalf of McMillan & Co LLP

Chartered Accountants and

Statutory Auditor

30 October 2025

CONTINUING OPERATIONS

Revenue

3,395,085

8,664,683

Cost of sales

(490,914

)

(1,179,116

)

GROSS PROFIT

2,904,171

7,485,567

Administrative expenses

(3,283,755

)

(7,547,384

)

OPERATING LOSS

(379,584

)

(61,817

)

LOSS BEFORE INCOME TAX

4

(379,584

)

(61,817

)

Income tax

5

-

-

LOSS FOR THE YEAR

(379,584

)

(61,817

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(379,584

)

(61,817

)

ASSETS

CURRENT ASSETS

Inventories

6

133,476

138,256

Trade and other receivables

7

36,417

71,242

Cash and cash equivalents

8

168,781

221,724

338,674

431,222

TOTAL ASSETS

338,674

431,222

EQUITY

SHAREHOLDERS' EQUITY

Called up share capital

9

100

100

Share premium

10

2,499,901

2,499,901

Capital redemption reserve

10

100

100

Retained earnings

10

(6,963,831

)

(6,584,247

)

TOTAL EQUITY

(4,463,730

)

(4,084,146

)

LIABILITIES

CURRENT LIABILITIES

Trade and other payables

11

4,802,404

4,515,368

TOTAL LIABILITIES

4,802,404

4,515,368

TOTAL EQUITY AND LIABILITIES

338,674

431,222

The financial statements were approved by the Board of Directors and authorised for issue on 29 October 2025 and were signed on its behalf by:

A Aslam - Director

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 January 2023

100

(6,522,430

)

2,499,901

100

(4,022,329

)

Changes in equity

Total comprehensive income

-

(61,817

)

-

-

(61,817

)

Balance at 31 December 2023

100

(6,584,247

)

2,499,901

100

(4,084,146

)

Changes in equity

Total comprehensive income

-

(379,584

)

-

-

(379,584

)

Balance at 31 December 2024

100

(6,963,831

)

2,499,901

100

(4,463,730

)

Cash flows from operating activities

Cash generated from operations

1

(481,301

)

(498,094

)

Net cash from operating activities

(481,301

)

(498,094

)

Cash flows from investing activities

Intragroup funding

428,358

(279,912

)

Net cash from investing activities

428,358

(279,912

)

Decrease in cash and cash equivalents

(52,943

)

(778,006

)

Cash and cash equivalents at beginning of year

2

221,724

999,730

Cash and cash equivalents at end of year

2

168,781

221,724

1.	RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS

2024

2023

£

£

Loss before income tax

(379,584

)

(61,817

)

Decrease in inventories

4,780

58,236

Decrease in trade and other receivables

34,825

497,194

Decrease in trade and other payables

(141,322

)

(991,707

)

Cash generated from operations

(481,301

)

(498,094

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2024

31/12/24

1/1/24

£

£

Cash and cash equivalents

168,781

221,724

Year ended 31 December 2023

31/12/23

1/1/23

£

£

Cash and cash equivalents

221,724

999,730

1.	STATUTORY INFORMATION

Mere Golf & Country Club Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

The amounts in the financial statements have been rounded to the nearest £1.

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with UK-adopted international accounting standards and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention.

Going concern

Following the acquisition of the company during 2022, the company has continued to receive support from Select Group Limited.

The directors are of the opinion that the company will have sufficient funds to meet its liabilities as they fall due. Funds will be provided through funding from the ultimate parent company, Select Group Limited, if required.

The directors have considered the ability of Select Group Limited to provide financial support based on information provided by Select Group Limited. The ability of Select Group Limited to continue to provide this support is dependent on the group achieving its own cash flow forecast and the continued availability of shareholder loans to the Group.

Based on these indications, the directors believe that it remains appropriate to prepare the financial statements on a going concern basis. The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The following are critical judgments and estimations that the directors have made in the process of applying the accounting policies and that have the most significant effect on the amounts recognised in the financial statements:

Revenue recognition

In making its judgement, management considered the detailed criteria for the recognition of revenue as set out within IFRS 15. The directors are satisfied that the risks and rewards of accommodation revenue do not transfer until the departure date and therefore this is the correct recognition point. Deposits are paid for in advance by the customer and these are allocated to deferred income which is held on the balance sheet and recognised in the profit and loss accounts when the customer departs. Membership subscriptions which are paid annually in advance are apportioned over the life of the membership.

Revenue recognition

Revenue from contracts with customers

The Company recognises revenue from contracts with customers based on a five step model as set out in IFRS 15:

Step 1 Identify the contract(s) with a customer: A contract is defined as an agreement between two or more parties that creates enforceable rights and obligations and sets out the criteria for every contract that must be met.

Step 2 Identify the performance obligations in the contract: A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer.

Step 3 Determine the transaction price: The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties.

Step 4 Allocate the transaction price to the performance obligations in the contract: For a contract that has more than one performance obligation, the Company will allocate the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Company expects to be entitled in exchange for satisfying each performance obligation.

Step 5 Recognise revenue when (or as) the entity satisfies a performance obligation.

The Company satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met:

1. The customer simultaneously receives and consumes the benefits provided by the Company's performance as the Company performs; or

2. The Company's performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or

3. The Company's performance does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance completed to date.

For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which the performance obligation is satisfied.

When the Company satisfies a performance obligation by delivering the promised goods or services it creates a contract asset based on the amount of consideration earned by the performance. Where the amount of consideration received from a customer exceeds the amount of revenue recognised this gives rise to a contract liability.

Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment. The Company has concluded that it is acting as a principal in all of its revenue arrangements.

Revenue is recognised in the statement of profit or loss to the extent that it is probable that the economic benefits will flow to the Company and the revenue and costs, if applicable, can be measured reliably.

Cash and cash equivalents

Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value.

In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under ‘current liabilities’ on the Statement of Financial Position.

Financial instruments

Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument.

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 deducting all of its liabilities.

Financial assets and liabilities

All financial assets and liabilities are initially measured at transaction price (including transaction cost), except for those financial assets classified at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a finance transaction, the financial assets or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

Debt instruments which meet the following conditions are subsequently measured at amortised cost using the effective interest method:

a) the contractual return to the holder is (i) a fixed amount; (ii) a positive fixed rate or a positive variable rate; or (iii) a combination of a positive or a negative fixed rate and a positive variable rate.

b) The contract may provide for repayments of the principle or the return to the holder (but not both) to be linked to a single relevant observable index of general price inflation of the currency in which the debt instrument is denominated, provided such links are not leveraged.

c) The contract may provide for a determinable variation of the return to the holder during the life of the instrument, provided that (i) the new rate satisfies condition (a) and the variation is not contingent on future events other than (1) a change in the contractual variable rate; (2) to protect the holder against credit deterioration of the issuer; (3) changes in levies applied by a central bank or arising from changes in relevant taxation or law; or (4) the new rate is a market rate of interest that satisfies condition (a).

d) There is no contractual provision that could by its terms result in the holder losing the principal amount or any interest attributable to the current period or prior periods.

e) Contractual provisions that permit the issuer to repay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, or to protect the holder or issuer against changes in levies applied by a central bank or arising from changes in relevant taxation or law.

f) Contractual provisions may permit the extension of the term of the debt instrument, provided that the return to the holder and any other contractual provisions applicable during the extended term satisfy the conditions of paragraphs (a) to (c).

Debt instruments are classified as payable or receivable within one year and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment. Other debt instruments not meeting these conditions are measured at fair value through profit or loss. Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be nil) less impairment.

Financial assets are derecognised when and only when a) the contractual rights of the cash flows from the financial asset expire or are settled, b) the group transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the group despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party. Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.

Inventories

Inventories are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date.

Employee benefit costs

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

1,835,040

4,313,272

Social security costs

158,567

297,106

Other pension costs

55,297

53,716

2,048,904

4,664,094

The average number of employees during the year was as follows:

2024

2023

Management and operational staff

74

185

2024

2023

£

£

Directors' remuneration

-

-

4.	LOSS BEFORE INCOME TAX

The loss before income tax is stated after charging:

2024

2023

£

£

Cost of inventories recognised as expense

490,914

1,179,116

Auditors' remuneration

12,750

9,025

5.	INCOME TAX

Analysis of tax expense

No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023.

6.	INVENTORIES

2024

2023

£

£

Stock for resale

124,558

127,570

Consumables

8,918

10,686

133,476

138,256

7.	TRADE AND OTHER RECEIVABLES

2024

2023

£

£

Current:

Trade debtors

3,270

21,014

Prepayments and accrued income

33,147

50,228

36,417

71,242

8.	CASH AND CASH EQUIVALENTS

2024

2023

£

£

Bank accounts

168,781

221,724

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

200

Ordinary

£0.50

100

100

10.

RESERVES

Capital

Retained

Share

redemption

earnings

premium

reserve

Totals

£

£

£

£

At 1 January 2024

(6,584,247

)

2,499,901

100

(4,084,246

)

Deficit for the year

(379,584

)

(379,584

)

At 31 December 2024

(6,963,831

)

2,499,901

100

(4,463,830

)

11.	TRADE AND OTHER PAYABLES

2024

2023

£

£

Current:

Trade creditors

137,859

254,700

Amounts owed to group undertakings

3,708,137

3,279,779

Social security and other taxes

22,778

22,856

Accruals and deferred income

801,615

809,993

VAT

132,015

148,040

4,802,404

4,515,368

12.	FINANCIAL INSTRUMENTS

The carrying value of the company's financial assets and liabilities are summarised by category below:

2024

2023

£

£

Financial assets

Measured at discounted amount receivable

- Trade and other debtors

3,270

21,014

Measured at undiscounted amount payable

- Trade and other creditors

137,859

254,700

- Amounts owed to Group undertakings

3,708,137

3,279,779

13.	PENSION COMMITMENTS

The company operates a defined contribution retirement benefit schemes for all eligible employees. Employers contributions for the year ended 31 December 2024 were £55,297 (2023: £53,716). The pension contributions payable at the year end were £2,379 (2023: £2,484).

14.	RELATED PARTY DISCLOSURES

Included within creditors due within one year is a balance of £3,702,562 (2023: £3,279,779) due to the parent company, Select Mere Resort Limited.

Also included within creditors due within one year is a balance of £5,575 (2023: £nil) due to Select Investments Limited, the parent company of Select Mere Resort Limited.

The balances are repayable on demand and do not attract interest.

15.	EVENTS AFTER THE REPORTING PERIOD

On 1 May 2025, the spa was closed for refurbishment. This resulted in the redundancy of 26 staff, at a cost of £110,000.

16.	ULTIMATE CONTROLLING PARTY

The company is a wholly owned subsidiary of Select Mere Resort Limited, which itself is a wholly owned subsidiary of Select Investments Limited, a company registered in the Jabel Ali Free Trade Zone in the United Arab Emirates. This is a wholly owned subsidiary of Select Group Limited. The consolidated financial statements of Select Investments Limited and Select Group Limited are not publicly available. The ultimate controlling party is Rahail Aslam.

17.	NEW AND REVISED STANDARDS

Adoption of new and revised Standards

New and amended IFRS Standards that are effective for the current year

In the current year, the Company has adopted all the new and revised Standards and Interpretations issued by the International Accounting Standards Board (the IASB) and the International Financial Reporting Interpretations Committee (the IFRIC) of the IASB that are relevant to its operations and effective for an annual period that begins on or after 1 January 2024 all of which were endorsed in the UK. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.

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Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current

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Amendments to IAS 1 Presentation of Financial Statements: Non-current Liabilities with Covenants

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Amendments to IAS 7 Statement of Cash Flows: Supplier Finance Arrangements

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Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules

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Amendments to IFRS 16 Lease Liability in a Sale and Leaseback

The Company has not adopted early any standards, interpretations or amendments that have been issued but are not yet effective.

Standards and interpretations published, but not yet applicable for the annual period beginning on 1 January 2024

At the date of authorisation of these financial statement, the Company has not applied the following new and revised IFRS Standards and Interpretations that have been issued but are not yet effective and, in some cases, had not yet been adopted by the EU:

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Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (applicable for annual periods beginning on or after 1 January 2025)

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Amendments to IFRS 7 Amendments to the Classification and Measurement of Financial Instruments (applicable for annual periods beginning on or after 1 January 2026)

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Amendments to IFRS 9 Contracts referencing Nature-dependent Electricity (applicable for annual periods beginning on or after 1 January 2026)

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Amendments to Annual Improvements to IFRS Accounting Standards - Volume 11 (applicable for annual periods beginning on or after 1 January 2026)

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Amendments to IFRS 18 Presentation and Disclosure in Financial Statements (applicable for annual periods beginning on or after 1 January 2027)

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Amendments to IFRS 19 Subsidiaries without Public Accountability: Disclosures (applicable for annual periods beginning on or after 1 January 2027)

It is expected that the standards and interpretations, not yet applicable, will have no significant impact on the Company's financial result or position.