The directors present the strategic report for the year ended 31 March 2025.
The company's principal activity is that of the operation of a 4* hotel, leisure and golf resort which includes an events and conference venue at Hensol Castle which opened in March 2015 and has subsequently had an extremely positive effect on both revenues and profitability.
The Vale Resort has achieved many years of revenue growth and excellent profitability with £30m of profits in the last 20 years. The group’s policy of reinvesting significantly in capital expenditure to maintain and improve upon the facilities has yielded significant benefits both in terms of customer satisfaction and the outstanding profit returns generated.
| 2024/25 | 2023/24 | Variance |
| £'000 | £'000 | £'000 |
Turnover | 17,403 | 17,880 | (477) |
EBITDA* | 2,263 | 3,362 | (1,099) |
Pre-tax profit/(loss) | 1,223 | 2,234 | (1,011) |
*EBITDA is defined as earnings before interest, tax, depreciation, amortisation, loss on disposal and exceptional items.
After two successive record years, the Vale Resort’s EBITDA and profit before tax declined by £1.1m (to £2.3m) and £1.0m (to £1.2m) respectively. Despite the decline in profits, the directors are still satisfied with the results, particularly as the pre-tax profit for the 5 month post year-end trading period to 31 August 2025 are back in line the levels achieved in our record 2023/24 financial year. Turnover was down £0.5m (3%) on the prior year which the directors believe was primarily attributable to the disruption caused by both a difficult IT implementation and an extensive upgrade of our leisure and spa facilities. The IT issues are now resolved and our capital investment on the leisure facilities is already showing an excellent return on capital with the turnover for the 5 months post year-end trading period to 31 August 2025 is up 9% on the prior year and 6% up on the record year of 2023/24.
Gross margins declined by 3.8% to 48.3% in the year due to the considerable payroll and product (especially food) inflation. As a result of the sales and gross margin decline, gross profit was down £0.9m (10%). Administrative expenses were up £0.2m (2%) on last year which was again attributable to payroll. Despite the lower gross profit and higher overheads, the company still achieved a strong pre-tax profit of £1.2m and an EBITDA of £2.3m. The company reinvested these profits in the form of capital expenditure of £2.2m in the year.
Post year-end trading
Following the considerable capital investment in the 2024/25 year, the Vale Resort has delivered outstanding profitability post year-end in the 5 months to 31 August 2025 with turnover up 9% on the prior year and 6% on the record 2023/24 financial year whilst profits are up £0.4m (35%) on the prior year and back in line with the record year 2023/24 and forward business is also looking very positive.
The J. H. Leeke group has moderate exposure to variations in interest rates and foreign exchange. At present, the directors do not consider it necessary to hedge our exposure to foreign exchange rate fluctuations but, given the amount of dollar purchases it makes in the retail business, it has a policy of holding the equivalent of at least 6 months purchases in US dollars. In respect of interest rate hedging, during 2019/20 the group took advantage of a 3-month LIBOR (subsequently converted to a base rate swap on the abolition of LIBOR) 10-year swap rate of 0.8825% per annum for £10m which will protect it against interest rate volatility over that period. The business is monitored for changes in the risk profile of such exposure and will consider using other financial instruments and derivatives as appropriate.
The group actively manages its exposure to fluctuations in energy costs utilising flexible purchasing contracts with our utility providers. We monitor our hedging strategy on a rolling three year basis to ensure we are protected from short term movements in pricing. In addition, our exposure to increased prices has been reduced by our energy consumption reduction strategies as indicated by our investment in solar panels on our owned properties.
The group has some exposure to credit or liquidity risk on its trade receivables, but this is not significant relative to the size of its balance sheet because it is principally a cash-based business. Cash flow risks, relating to demands of working capital, are mitigated through the careful management of stock holdings, review of supplier credit terms and the management of cash on a group-wide basis to meet the group's cash requirements.
The company is a wholly-owned subsidiary of J. H. Leeke and Sons Limited and is party to the group banking facilities. The group will continue to operate in the business areas in which it is engaged and aims to exploit new activities as they arise by reinvesting profits back into the group’s activities.
The group continues to comply with all its banking covenants with significant headroom including interest cover, senior leverage, gearing and loan to value covenants. The forward projections show that this compliance will continue for the foreseeable future. We will continue to benefit from the 10-year £10m 0.8825% interest rate swap which has provided the group significant protection against interest rate rises.
The group successfully renewed its banking facility with Barclays Bank PLC in September 2024 with a £25m Revolving Credit Facility agreed on very favourable terms. Furthermore, the group recently completed a one year extension on this agreement which is now due to expire on 01 October 2028.
The group has net assets of £88.8m which includes substantial freehold property interests, very low levels of gearing of 14.3% at the date of this report, and continues to perform strongly post year-end despite the challenging economic environment. The group financial projections for the 12 months following the date of signing of the financial statements show continued strong profitability and significant headroom on its debt facilities due to the highly cash generative nature of the groups’ activities.
The directors closely monitor the business performance using both financial and non-financial KPIs. Financial KPIs include room occupancy percentages, average room rates, membership numbers, food & beverage revenues per available room, new leisure membership targets, leisure membership retention targets, and spa & golf course utilisations. The directors compare the performance on these KPIs against both the internal budgets and targets set and against competitor benchmarking data. The directors are pleased to report that the Vale Resort has consistently outperformed its competitor set in respect of profitability per available room over an extended period. Non-financial KPIs used include guest and member feedback surveys, mystery guest programmes, staff retention levels and sales conversion targets.
Section 172 of the Companies Act 2006 requires that directors of a company must act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
a) The likely consequences of any decision in the long term
b) The interests of the company's employees
c) The need to foster the company's business relationships with suppliers, customers and others
d) The impact of the company's operations on the community and the environment
e) The desirability of the company maintaining a reputation for high standards of business conduct
f) The need to act fairly to members of the company.
The directors acknowledge their responsibilities and are satisfied they have met their duties regarding these matters in the decisions they have made during the year ended 31 March 2025.
Corporate commitments
As a family owned and operated business we appreciate the wider impact that we have on our teams, communities and the environment and have defined the following commitments:
We will continue to focus our attention on all aspects of well-being, respecting our duty to protect and nurture
We will embrace technology in our products and processes to drive efficiencies and improvements
We are proud to be part of our local community and will continue to support and be a positive resource
We accept our environmental responsibility and will continue to look to mitigate our impact where possible
Stakeholder responsibilities
The J. H. Leeke group recognises the contribution of all its employees and is committed to recruiting, developing and retaining a strong and diverse workforce. The group has implemented a structured framework for employees to progress their careers with the Leekes Retail and Leisure Group and has reinforced the importance of fair and transparent performance management.
The directors acknowledge the importance of the group's customers to its success and in line with this, we are committed to providing the highest levels of service to our customers.
We recognise the important role that our suppliers play in our business. We value all our suppliers and enjoy positive and long-standing relationships with our key suppliers.
The group is aware of its corporate social accountability, particularly in the area of our interaction with our community and the environment.
Health & safety
The J. H. Leeke group acknowledges its responsibilities under the Health and Safety at Work Act 1974, The Management of Health and Safety at Work Regulations 1992 and 1999 and associated protective legislation, both as an employer and as a business. To achieve these objectives the group has appointed designated team members to be responsible for ensuring that we keep workplace health, safety and welfare procedures under constant review; to implement continuous improvement; to liaise with the Health and Safety Executive wherever necessary and to keep the group and its Board of Directors abreast of new legislation, in order to ensure ongoing compliance with the law.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 March 2025.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The results for the year are set out on page 10. A fair review of the business is included in the Strategic report on page 1.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
UHY Hacker Young have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditor in the absence of an Annual General Meeting.
Details around the company's energy and carbon usage are included in the parent company consolidated accounts.
It is the policy of the company that there should be no discrimination in considering applications for employment including those from disabled persons. All employees, including the disabled, are given equal opportunities in terms of career development and promotion. Appropriate training is arranged for disabled persons, including retraining for alternative work of employees who became disabled while in employment with the company, to promote their career development within the organisation.
The company remains committed to its policy of keeping employees fully informed about all matters which concern them; formal communications are used to achieve this objective. Employee involvement takes different forms, ranging from formal committee meetings to less formal discussion groups.
Schemes have been implemented to ensure that employees are properly rewarded for performance and loyalty.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
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.
We have audited the financial statements of Vale Of Glamorgan Hotel Limited (the 'company') for the year ended 31 March 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
the 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 relevant 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 and health & safety regulations;
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;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial statements, 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.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The revaluation reserve represents the cumulative effect of revaluations of freehold and leasehold land and buildings. This is net of the associated deferred tax liability of £123,447 (note 18).
The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.
Vale Of Glamorgan Hotel Limited is a private company limited by shares incorporated in England and Wales. The registered office is Mwyndy Business Park, Mwyndy, Pontyclun, Mid Glamorgan, Wales, CF72 8PN.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of J.H. Leeke and Sons Limited. These consolidated financial statements are available from its registered office, Mwyndy Business Park, Mwyndy, Pontyclun, Mid Glamorgan, Wales, CF72 8PN.
The company is a wholly-owned subsidiary within J H Leeke and Sons Limited and is party to the group banking facilities. The group will continue to operate in the business areas in which it is engaged and aims to exploit new activities as they arise by reinvesting profits back into the group’s activities.
The group continues to comply with all its banking covenants with significant headroom including interest cover, senior leverage, gearing and loan to value covenants. The forward projections show that this compliance will continue for the foreseeable future. We will continue to benefit from the 10-year £10m 0.8825% interest rate swap which has provided the group significant protection against interest rate rises.
The group successfully renewed its banking facility with Barclays Bank PLC in September 2024 with a £25m Revolving Credit Facility agreed on very favourable terms. Furthermore, the group recently completed a one year extension on this agreement which is now due to expire on 30 September 2028.
The group has net assets of £88.8m which includes substantial freehold property interests, very low levels of gearing of 14.3% at the date of this report and continues to perform strongly post year-end despite the challenging economic environment. The group financial projections for the 12 months following the date of signing of the financial statements show continued strong profitability and significant headroom on its debt facilities due to the highly cash generative nature of the groups’ activities.
No depreciation is provided on freehold or leasehold land and buildings as, in the opinion of the directors, the residual values of the properties are not lower than their value at the date of acquisition. An annual impairment review is carried out by the directors in respect of these buildings.
Revaluations of freehold and leasehold land and buildings are undertaken with sufficient regularity to ensure that the carrying value does not materially differ from that which would be determined using fair value at the end of the reporting period. The surplus or deficit on book value is transferred to the revaluation reserve, except that a deficit which is in excess of any previously recognised surplus over depreciated cost relating to the property, or the reversal of such deficit, is charged (or credited) to the profit and loss account. A deficit which represents a clear consumption of economic benefits is charged to the profit and loss account regardless of any such previous surplus.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
When the company acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the company allocates the consideration in the contract to the two elements.
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 estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The key area of estimation uncertainty relates to the carrying value of the company's tangible fixed assets. As at 31 March 2025 the company had tangible fixed assets of £53,007,669 (2024: £51,523,582). Land and buildings were revalued by an independent valuer during the year ended 31 March 2022; the directors have re-considered the value in the intervening years using the same methodology. Overall the carrying value of the company's tangible fixed assets exceed depreciated historical cost by £3,260,053 (2024: £3,260,053).
An analysis of the company's turnover is as follows:
The average monthly number of persons (including directors and part time staff) employed by the company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 2).
In addition to the above, the majority of the directors are remunerated by other group companies, for their services to the group as a whole. It is not practicable to allocate their remuneration between services to this company and to the group as a whole. Remuneration totalling £929,893 (2024: £994,198) and company pension contributions to defined contribution schemes totalling £156,404 (2024: £144,741) is paid through other group companies.
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
Tangible fixed assets includes assets held under finance leases or hire purchase contracts, as follows:
In the year ended 31 March 2022 a valuation was undertaken by an external, independent valuer, being Cushman & Wakefield. The valuation was prepared in accordance with the RICS Valuation - Global Standards, This lead to an upwards revaluation of all fixed assets of £419,768. The directors undertook further reviews in the intervening years to 31 March 2025 and concluded that there was no significant movement in carrying value
If tangible fixed assets were stated on an historical cost basis rather than a fair value basis, the total amounts included would have been as follows:
During the year £21,500,000 of amounts owed by group undertakings has been reassigned as part of intercompany debt reorganisation across the group.
During the year £21,500,000 of amounts due to group undertakings has been reassigned as part of intercompany debt reorganisation across the group. This includes £10,500,000 of amounts due within one year and £11,000,000 of amounts due after more than one year.
During the year £21,500,000 of amounts due to group undertakings has been reassigned as part of intercompany debt reorganisation across the group. This includes £10,500,000 of amounts due within one year and £11,000,000 of amounts due after more than one year.
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases held have now come to an end.
Obligations under finance lease and hire purchase are secured on the assets to which they relate.
The company is party to a composite accounting agreement with Barclays Bank PLC which allows overdrafts to be offset against cash balances within the group. The overall group net cash at bank and in hand as at 31 March 2025 is £1,689,455 (2024: £1,538,714).
There are also inter-group cross guarantees in place, see 21.
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
At the year end the company had outstanding pension contributions of £24,462 (2024: £22,408), this amount being included within creditors due within one year.
Only one class of shares, therefore all shares rank pari passu.
A contingent liability exists in respect of inter-group cross-guarantees entered into in respect of group bank borrowings with Barclays Bank PLC. Group bank borrowings at the balance sheet date amount to £14,400,000 (2024: £17,558,333). Group bank borrowings are secured over the assets of the group including the assets of the company.
Operating lease payments represent rentals payable by the company for certain of its properties. The leases are negotiated over terms of 70 years. All leases include a provision for five-yearly upward rent reviews according to prevailing market conditions. There are no options in place for either party to extend the lease terms.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Amounts contracted for but not provided in the financial statements:
The company has taken advantage of exemption, under the terms of FRS 102, Section 33.1A, from disclosing related party transactions with wholly owned subsidiaries within the group.
G L Leeke, S N Leeke, S J Leeke, E J Leeke, C Leeke, J E Littlejohn and M Leeke are trustees of J H Leeke & Sons Executive Pension Scheme. During the year, the company paid rent of £260,000 (2024: £260,000) to the pension scheme in respect of land and buildings.