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Registered number: 15329764










MAR HALL HOSPITALITY LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

 
MAR HALL HOSPITALITY LIMITED
 
 
COMPANY INFORMATION


Directors
Tariq Baker 
Nelson Gibb 
Balkar Sohal 
Ralph Porciani 




Registered number
15329764



Registered office
1 Park Row

Leeds

United Kingdom

LS1 5AB




Independent auditors
HaysMac LLP

10 Queen Street Place

London

EC4R 1AG





 
MAR HALL HOSPITALITY LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Comprehensive Income
9
Statement of Financial Position
10
Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 24


 
MAR HALL HOSPITALITY LIMITED
 
 
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024

Introduction
 
The directors present the Strategic Report of Mar Hall Hospitality Limited (the 'Company') for the period ended 31 December 2024.
The financial statements cover the results of the Company for the period from the Company's date of incorporation of 5 December 2023 to 31 December 2024.

Principal activity

The Company's principal activity is the ownership and operation of Mar Hall Golf & Spa Resort (“the Hotel”). The Hotel was acquired by the Company during the period.

Business review
 
The Company made a loss of £2,050,590 for the period ended 31 December 2024 and had a net asset position at the reporting date of £11,949,410.
In the period, the Hotel’s trading was challenging. This was primarily due to the Hotel’s aged and underinvested state, which proved unattractive for guests. The low business on the books as a result of the previous owner’s administration provided additional headwinds.
During 2024, the refurbishment of the Hotel commenced in a phased manner. Firstly, the spa and leisure areas were renovated and the golf course was improved. Both of these actions resulted in a healthy increase in memberships. The main refurbishment of the Hotel commenced in December 2024, comprising the rooms accommodation, public areas and back of house. The hotel was closed during these works and re-opened in May 2025. Following the refurbishment, the hotel is now positioned as a luxury 5 star property. The response from sales channels and guests has been encouraging and performance is expected to improve during 2026.  Expansion of rooms accommodation is planned with the addition of luxury lodge accommodation expected to come online in 2026.
The directors have reviewed the cash requirements for the Company and consider that capital expenditures and any funding for operations will be sourced via the Company’s bankers, Emirates NBD or from the Company’s ultimate parent company.

Principal risks and uncertainties
 
The Company’s risks can be broadly defined as commercial and financial. The principal commercial risks and uncertainties faced by the Company include general macroeconomic conditions in the UK and globally, putting potential further inflationary pressure on staffing and supply chain costs.
The directors have considered the impact of the financial statement of market risk, credit risk and liquidity risk.  The directors believe that any adverse changes in the market to the parameters that determine the effects of these financial risks will not be expected to have a significant impact to the financial performance and the position of the Company.
The forecast hotel market performance has been analysed and accounted for in forecasting the performance of the hotel going forward.

Page 1

 
MAR HALL HOSPITALITY LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024

Financial key performance indicators
 
The Company's key performance indicators ('KPIs') and other performance indicators during the period were as follows:
-  Revenue for the period was £3,864,897
-  Loss before tax for the period was £2,625,123
-  Cash and bank balances at the reporting date totalled £31,767
-  Net assets at the reporting date totalled £11,949,410


This report was approved by the board and signed on its behalf.


................................................
Nelson Gibb
Director

Date: 4 December 2025

Page 2

 
MAR HALL HOSPITALITY LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for Mar Hall Hospitality Limited (the 'Company') for the period ended 31 December 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The loss for the period, after taxation, amounted to £2,050,590.

No dividends were paid in the period. The directors do not recommend the payment of any final dividends.

Directors

The directors who served during the period were:

Tariq Baker (appointed 5 December 2023)
Nelson Gibb (appointed 5 December 2023)
Balkar Sohal (appointed 5 December 2023)
Christopher King (appointed 5 December 2023, resigned 26 August 2024)
Ralph Porciani (appointed 27 August 2025)

Future developments

The hotel will continue with the refurbishment program with an anticipated spend over the next 24 months of £15.3m.

Page 3

 
MAR HALL HOSPITALITY LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

HaysMac LLP were appointed as auditor to the Company in the period and will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
Nelson Gibb
Director

Date: 4 December 2025

Page 4

 
MAR HALL HOSPITALITY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MAR HALL HOSPITALITY LIMITED
 

Opinion


We have audited the financial statements of Mar Hall Hospitality Limited (the 'Company') for the period ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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:


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 period then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; 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 United Kingdom, including the Financial Reporting Council'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.


Page 5

 
MAR HALL HOSPITALITY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MAR HALL HOSPITALITY LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion 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 Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have 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 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:


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 Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
MAR HALL HOSPITALITY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MAR HALL HOSPITALITY LIMITED (CONTINUED)


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 an Auditors' 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.


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

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Based on our understanding of the Company and industry, we identified the principal risks of non-compliance with laws and regulations related to the Company, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, corporation tax, and VAT.
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included:
Inspecting correspondence with regulators and tax authorities;
consideration of known or suspected instances of non-compliance with laws and regulations through discussions with management, review of board minutes, and review of Food Standards Agency website;
evaluating management controls designed to prevent and detect irregularities;
identifying and testing journals, in particular journal entries posted with unusual account combinations, postings with high value transactions or rounded entries; and
challenging assumptions and judgements made by management in their critical accounting estimates.

   
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditors' Report.


Page 7

 
MAR HALL HOSPITALITY LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MAR HALL HOSPITALITY LIMITED (CONTINUED)


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 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Jessica Edwards (Senior Statutory Auditor)
for and on behalf of
HaysMac LLP
Statutory Auditors
10 Queen Street Place
London
EC4R 1AG

5 December 2025
Page 8

 
MAR HALL HOSPITALITY LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2024

13 month period ended
31 December
2024
Note
£

Turnover
 4 
3,864,897

Cost of sales
  
(3,169,197)

Gross profit
  
695,700

Administrative expenses
  
(3,157,400)

Operating loss
 5 
(2,461,700)

Interest payable and similar expenses
 9 
(163,423)

Loss before tax
  
(2,625,123)

Tax on loss
 10 
574,533

Loss for the financial period
  
(2,050,590)

There was no other comprehensive income for 2024.

The notes on pages 12 to 24 form part of these financial statements.

Page 9

 
MAR HALL HOSPITALITY LIMITED
REGISTERED NUMBER: 15329764

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
Note
£

Fixed assets
  

Tangible assets
 11 
18,709,417

Current assets
  

Stocks
 12 
69,614

Debtors
 13 
1,219,298

Cash at bank and in hand
 14 
31,767

  
1,320,679

Creditors: amounts falling due within one year
 15 
(4,223,531)

Net current liabilities
  
 
 
(2,902,852)

Total assets less current liabilities
  
15,806,565

Creditors: amounts falling due after more than one year
 16 
(3,857,155)

Net assets
  
11,949,410


Capital and reserves
  

Called up share capital 
 19 
13,000,000

Capital contribution reserve
 20 
1,000,000

Profit and loss account
 20 
(2,050,590)

  
11,949,410


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
Nelson Gibb
Director

Date: 4 December 2025

The notes on pages 12 to 24 form part of these financial statements.

Page 10

 
MAR HALL HOSPITALITY LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2024


Called up share capital
Capital contribution reserve
Profit and loss account
Total equity

£
£
£
£

At 5 December 2023
-
-
-
-


Comprehensive income for the period

Loss for the period
-
-
(2,050,590)
(2,050,590)


Contributions by and distributions to owners

Shares issued during the period
13,000,000
-
-
13,000,000

Capital contribution
-
1,000,000
-
1,000,000


At 31 December 2024
13,000,000
1,000,000
(2,050,590)
11,949,410

The notes on pages 12 to 24 form part of these financial statements.

Page 11

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

1.


General information

Mar Hall Hospitality Limited is a private company limited by shares and incorporated in England and Wales. The Company's registered number is 15329764 and registered office address is 1 Park Row, Leeds, United Kingdom, LS1 5AB.
The Company's principal activity is disclosed in the Strategic Report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the entity and rounded to the nearest £.

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:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Dubai Transport Co LLC as at 31 December 2024 and these financial statements may be obtained from PO Box 233, Dubai, United Arab Emirates.

  
2.3

Reporting period

The financial statements cover the results of the Company for the 13 month period from the Company's date of incorporation of 5 December 2023 to 31 December 2024.

Page 12

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Going concern

The financial statements have been prepared on a going concern basis.
The Company made a loss of £2,050,590 for the period ended 31 December 2024 and had a net asset position at the reporting date of £11,949,410.
The directors are confident that there will be no significant changes to the operations of the Company that would impact the Company's cash flow forecasts. Based on their review, the directors do not consider there to be any material uncertainty with regards to the going concern of the Company.
Consequently, the directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 24 months from the date of approval of the financial statements and have prepared the financial statements on a going concern basis.

 
2.5

Revenue

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. The following criteria must also be met before revenue is recognised:
Rendering of services
Revenue from hotel ownership comprises amounts earned in respect of services, facilities and goods supplied by the hotel. Revenue from the rendering of services (such as the accommodation and use of facilities) is recognised when services are performed. Revenue from the sale of goods (such as food and beverage sales) is recognised at the time vvhen the goods are delivered to customers.

 
2.6

Finance costs

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.

 
2.7

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 13

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.8

Current and deferred taxation

The tax expense for the period 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.

 
2.9

Tangible fixed assets

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.

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:

Freehold property
-
Over 50 years
Office equipment
-
Over 7 years

Land is not depreciated.
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.

Page 14

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Stocks

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.

 
2.11

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 
2.12

Cash at bank and in hand

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. 

 
2.13

Creditors

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.

 
2.14

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include 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.
 
Page 15

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.14
Financial instruments (continued)

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
 
Page 16

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.14
Financial instruments (continued)

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The directors consider the following key sources of estimation uncertainty to potentially impact the financial statements:
Useful economic lives of tangible fixed assets
Judgement is required in assessing the depreciation rates for tangible fixed assets based on the expected life of the asset itself. Any change in useful economic life, which drives the depreciation rates, could lead to a material change in value of fixed assets. Based on the estimated useful lives of the tangible fixed assets held by the Company, a depreciation charge of £294,667 has been recognised in the Statement of Comprehensive Income.
Impairment of tangible fixed assets
The factors considered when the directors make a judgement around whether there are any indicators of impairment of the Company's tangible fixed assets include the economic viability and expected future financial performance of the asset and, where it is a component of a larger cash generating unit, the viability and expected future financial performance of that unit.
Recoverability of trade debtors
Trade debtors are recognised to the extent that they are judged recoverable. Director reviews are performed to estimate the level of provisions required for irrecoverable debt, considering customer credit worthiness, current economic trends and changes in customer payment terms. Provisions are made specifically against invoices where recoverability is uncertain. Total trade debtors as at the reporting date are £51,763, which includes a provision against bad debts of £22,767. During the period, bad debt write offs of £22,767 have been recognised in the Statement of Comprehensive Income.

Page 17

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

4.


Turnover

An analysis of turnover by class of business is as follows:


13 month period ended
31 December
2024
£

Accommodation
1,601,657

Food and drink
1,423,447

Events
88,938

Spa and leisure
747,411

Other
3,444

3,864,897


All turnover arose within the United Kingdom.


5.


Operating loss

The operating loss is stated after charging:

13 month period ended
31 December
2024
£

Depreciation of tangible fixed assets
294,667


6.


Auditors' remuneration

During the period, the Company obtained the following services from the Company's auditors:


13 month period ended
31 December
2024
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
23,300

Page 18

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

7.


Employees

Staff costs were as follows:


13 month period ended
31 December
2024
£

Wages and salaries
2,326,069

Social security costs
188,631

Cost of defined contribution scheme
19,433

2,534,133


The average monthly number of employees, including the directors, during the period was as follows:


13 month period ended
     31 December
        2024
            No.






Employees
142


8.


Directors' remuneration

No directors were remunerated through the Company during the period.




9.


Interest payable and similar expenses

13 month period ended
31 December
2024
£


Bank interest payable
58,764

Other loan interest payable
104,659

163,423

Page 19

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

10.


Taxation


13 month period ended
31 December
2024
£

Current tax


Current tax on profits for the year
-

Total current tax
-

Deferred tax


Origination and reversal of timing differences
(574,533)

Total deferred tax
(574,533)


(574,533)

Factors affecting tax charge for the period

The tax assessed for the period is higher than the standard rate of corporation tax in the UK of 25%. The differences are explained below:

13 month period ended
31 December
2024
£


Loss on ordinary activities before tax
(2,625,123)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25%
(656,281)

Effects of:


Expenses not deductible for tax purposes
29,017

Capital allowances for period in excess of depreciation
52,731

Total tax credit for the period
(574,533)

Page 20

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

11.


Tangible fixed assets





Freehold land and buildings
Office equipment
Total

£
£
£



Cost 


At 5 December 2023
-
-
-


Additions
18,654,084
350,000
19,004,084



At 31 December 2024

18,654,084
350,000
19,004,084



Depreciation


At 5 December 2023
-
-
-


Charge for the period
244,667
50,000
294,667



At 31 December 2024

244,667
50,000
294,667



Net book value



At 31 December 2024
18,409,417
300,000
18,709,417

Included within freehold land and buildings is freehold land totalling £4,500,000 which is not depreciated.


12.


Stocks

2024
£

Finished goods and goods for resale
69,614



13.


Debtors

2024
£

Trade debtors
51,763

Other debtors
590,764

Prepayments and accrued income
2,238

Deferred taxation
574,533

1,219,298


Page 21

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

14.


Cash

2024
£

Cash at bank and in hand
31,767



15.


Creditors: amounts falling due within one year

2024
£

Trade creditors
2,001,327

Loan owed to group undertakings
1,869,659

Other taxation and social security
43,298

Other creditors
110,535

Accruals and deferred income
198,712

4,223,531


Loan owed to group undertakings is unsecured, carries interest at variable rates and is repayable on demand.


16.


Creditors: amounts falling due after more than one year

2024
£

Bank loans
3,857,155



17.


Loans


Analysis of the maturity of loans is given below:


2024
£

Amounts falling due 2-5 years

Bank loans
3,857,155


Bank loans relate to a loan issued to the Company by Emirates NBD. Repayment of the loan is due by 24 October 2029. Interest accrues on a daily basis at a margin of 2.75% plus the SONIA rate for the day. The interest is to be paid on a quarterly basis.

Page 22

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

18.


Deferred taxation



2024


£



At beginning of year
-


Charged to profit or loss
574,533



At end of year
574,533

The deferred tax asset is made up as follows:

2024
£


Fixed asset timing differences
(741,980)

Short term timing differences
1,540

Losses and other deductions
1,314,973

574,533


19.


Share capital

2024
£
Allotted, called up and fully paid


12,600,000 A Ordinary shares of £1.00 each
12,600,000
400,000 B Ordinary shares of £1.00 each
400,000

13,000,000


The Ordinary shares have attached to them, full voting and distribution rights. The Ordinary shares do not confer any rights of redemption.
The Company was incorporated on 5 December 2023 with £100 of A Ordinary shares of £1.00 each. The total consideration for these shares was £100.
On 15 December 2023, a further 12,599,900 A Ordinary shares and 400,000 B Ordinary shares were allotted with nominal value of £1.00 for total consideration of £12,999,900.

Page 23

 
MAR HALL HOSPITALITY LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024

20.


Reserves

Capital contribution reserve

The capital contribution reserve represents non-distributable amounts contributed to the Company by shareholders.

Profit and loss account

The profit and loss account includes all retained profits to date, net of any distributions to shareholders.


21.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £19,433. Contributions totalling £6,160 were payable to the fund at the reporting date and are included within other creditors.


22.


Related party transactions

The Company has taken advantage of exemption, under the terms of Section 33.1A Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.


23.


Controlling party

The Company's immediate parent undertaking is Dutco UK Holding Limited, a company incorporated in the UK.
The smallest and largest group in which the results of the Company are consolidated is that headed by its ultimate parent undertaking Dubai Transport Co LLC, a company incorporated in the United Arab Emirates. The consolidated financial statements of Dubai Transport Co LLC can be obtained from its registered office address of PO Box 233, Dubai, United Arab Emirates.
The directors confirm there to be no single ultimate controlling party.

Page 24