ACCOUNTS - Final Accounts preparation

Analysis of the maturity of loans is given below:

Registered number: SC750593

HFD DUART HOUSE LIMITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 30 JUNE 2025

HFD DUART HOUSE LIMITED

REGISTERED NUMBER: SC750593

BALANCE SHEET

AS AT 30 JUNE 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	5		646,798		805,440
Investment property	6		8,360,000		6,850,000
			9,006,798		7,655,440
Current assets
Debtors: amounts falling due within one year	7	934,478		2,084,963
Cash at bank and in hand	8	5,716		1,129
		940,194		2,086,092
Creditors: amounts falling due within one year	9	(4,260,712)		(7,070,467)
Net current liabilities			(3,320,518)		(4,984,375)
Total assets less current liabilities			5,686,280		2,671,065
Creditors: amounts falling due after more than one year	10		(11,566,961)		(9,017,230)
Provisions for liabilities
Deferred tax			(131,871)		(281,141)
Net liabilities			(6,012,552)		(6,627,306)

Capital and reserves
Called up share capital	12	1	1
Capital contribution reserve	13	872,719	-
Investment property reserve	13	(4,596,597)	-
Hedging reserve	13	(1,439,623)	(991,814)
Profit and loss account	13	(849,052)	(5,635,493)
		(6,012,552)	(6,627,306)

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HFD DUART HOUSE LIMITED

REGISTERED NUMBER: SC750593

BALANCE SHEET (CONTINUED)

AS AT 30 JUNE 2025

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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

Mr W D Hill

Director

Date: 23 December 2025

The notes on pages 5 to 14 form part of these financial statements.

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		HFD DUART HOUSE LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2025

	Called up share capital	Capital contribution reserve	Investment property revaluation reserve	Hedging Reserve	Profit and loss account	Total equity
	£	£	£	£	£	£
At 1 July 2024	1	-	-	(991,814)	(5,635,493)	(6,627,306)
Comprehensive income for the year
Profit for the year	-	-	-	-	189,844	189,844
Tax relating to cash flow hedges	-	-	-	149,270	-	149,270
Cash flow hedges losses	-	-	-	(597,079)	-	(597,079)
Other comprehensive income for the year	-	-	-	(447,809)	-	(447,809)
Total comprehensive income for the year	-	-	-	(447,809)	189,844	(257,965)
Contributions by and distributions to owners
Transfer from profit and loss account	-	-	-	-	4,596,597	4,596,597
Transfer to investment property revaluation reserve	-	-	(4,596,597)	-	-	(4,596,597)
Inital recognition of capital contribution	-	872,719	-	-	-	872,719
At 30 June 2025	1	872,719	(4,596,597)	(1,439,623)	(849,052)	(6,012,552)

The notes on pages 5 to 14 form part of these financial statements.

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HFD DUART HOUSE LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2024

	Called up share capital	Hedging Reserve	Profit and loss account	Total equity
	£	£	£	£
At 1 July 2023	1	-	-	1
Comprehensive income for the year
Loss for the year	-	-	(5,635,493)	(5,635,493)
Tax relating to cash flow hedges	-	(281,141)	-	(281,141)
Cash flow hedges losses	-	(710,673)	-	(710,673)
Total comprehensive income for the year	-	(991,814)	(5,635,493)	(6,627,307)
At 30 June 2024	1	(991,814)	(5,635,493)	(6,627,306)

The notes on pages 5 to 14 form part of these financial statements.

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

1.	General information

HFD Duart House Limited (Company number: SC750593) is a private company limited by shares incorporated in Scotland. The registered office is 177 Bothwell Street, Glasgow, G2 7ER.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

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.

2.3

Interest income

Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.

2.4

Finance costs

Finance costs are charged to the Statement of Comprehensive Income 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.

2.5

Borrowing costs

All borrowing costs are recognised in the Statement of Comprehensive Income in the year in which they are incurred.

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)

2.6

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in Statement of Comprehensive Income 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 balance sheet 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 balance sheet 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 balance sheet date.

2.7

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 basis:

Leasehold improvements	-	25% on cost
Plant and machinery	-	25% - 50% on cost
Furniture and fittings	-	25% - 50% on cost
Office equipment	-	25% - 50% on cost

Assets under construction are not depreciated until the asset is available for use and then reallocated to the appropriate category.
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 Statement of Comprehensive Income.

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)

2.8

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in Statement of Comprehensive Income.

2.9

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.10

Cash and cash equivalents

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

2.11

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.

2.12

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to Statement of Comprehensive Income.

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)

2.13

Hedge accounting

The company designates certain hedging instruments, including derivatives, embedded derivatives and non-derivatives, as either fair value hedges or cash flow hedges. At the inception of the hedge relationship, the company documents the relationship between the hedging instrument and the hedged item along with risk management objectives and strategy for undertaking various hedge transactions. At the inception of the hedge and on an ongoing basis, the company documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item.
For derivatives that are designated and qualify as cash flow hedges, the effective portion of changes in the fair value of the hedge is recognised in other comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss.
Any gain or loss previously recognised in other comprehensive income is reclassified to profit or loss when the hedge relationship ends. This occurs when the hedging instrument expires or no longer meets the hedging criteria, the forecast transaction is no longer highly probable, the hedged debt instrument is derecognised, or the hedging instrument is terminated.

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.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Valuation of investment properties
An independent valuation of land and buildings was undertaken in October 2025 by a RICS regulated practice on a market value basis. The valuation conformed to International Valuation Standards and was based on recent market data transactions performed on arm's length terms as at October 2025.
The valuation report has been used by management to inform the measurement of the valuation of investment properties in these financial statements as at 30 June 2025.
Fair value of hedging instrument
As required by the loan facility the Company has several interest rate SWAP in place. The company has adopted hedge accounting and the value of the SWAP is recognised on the balance sheet with associated deferred tax in line with Santander UK plc specialist derivatives team.

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

Employees

The Company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL).

5.	Tangible fixed assets

	Assets under construction	Leasehold improvments	Plant and machinery	Furniture and fittings	Office equipment	Total
	£	£	£	£	£	£
Cost or valuation
At 1 July 2024	200,139	49,360	-	483,421	140,905	873,825
Additions	-	-	3,285	230,189	5,640	239,114
Transfers between classes	(200,139)	-	-	-	-	(200,139)
At 30 June 2025	-	49,360	3,285	713,610	146,545	912,800
Depreciation
At 1 July 2024	-	1,028	-	58,483	8,874	68,385
Charge for the year	-	12,340	342	138,933	46,002	197,617
At 30 June 2025	-	13,368	342	197,416	54,876	266,002
Net book value
At 30 June 2025	-	35,992	2,943	516,194	91,669	646,798
At 30 June 2024	200,139	48,332	-	424,938	132,031	805,440

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

6.	Investment property

		Investment property
		£
	Valuation
	At 1 July 2024	6,850,000
	Additions at cost	762,281
	Fair value movements	547,580
	Transfers between classes	200,139
	At 30 June 2025	8,360,000

A professional 3rd party valuation of the investment property was carried out by JLL, RICS Registered Valuers, the value in this report as in October 2025 was £8,360,000.

The directors have concluded that this updated valuation represents the fair value of the investment properties held and is appropriate as of 30 June 2025.

Debtors

					2025	2024
					£	£


Trade debtors	43,889	66,487
Amounts owed by related parties	104,840	-
Other debtors	2	790,470
Prepayments and accrued income	85,602	103,442
Financial instruments	700,145	1,124,564
	934,478	2,084,963

8.	Cash and cash equivalents
		2025	2024
		£	£

	Cash at bank and in hand	5,716	1,129

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

9.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Bank loans	374,900	596,504
Trade creditors	36,616	4,955,228
Amounts owed to related parties	2,606,000	1,210,398
Other taxation and social security	6,135	-
Accruals and deferred income	1,064,401	308,337
Financial instruments	172,660	-
	4,260,712	7,070,467

10.	Creditors: Amounts falling due after more than one year
		2025	2024
		£	£

Bank loans	3,186,650	3,264,200
Other loans	8,380,311	5,753,030
	11,566,961	9,017,230

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

Amounts falling due within one year
Bank loans	374,900	596,504
	374,900	596,504
Amounts falling due 1-2 years
Bank loans	374,900	596,504
	374,900	596,504
Amounts falling due 2-5 years
Bank loans	2,811,750	2,667,696
Other loans	8,380,311	5,753,030
	11,192,061	8,420,726
	11,941,861	9,613,734

The bank loan is secured by a bond and floating charge over the assets and undertakings of the company and a first ranking standard security over the company's heritable properties.
The loan is repayable by payments of £93,725 each, on each quarterly repayment date, followed by a final payment of all sums outstanding on the Termination in December 2029. Interest is accrued at a rate of 2.35% over SONIA.
Other loans include an amount of £5,753,030 from a parent undertaking. The loan is unsecured and repayable in February 2028. Interest is accrued at a rate of Bank of England base rate + 1.75%.
During the year the Company received an interest-free loan of £3,500,000 from a parent undertaking. The loan is unsecured and repayable in Decemeber 2029.
The loan has been recognised initially at its fair value, determined by discounting the future repayment amount using the Bank of England base rate + 1.75%. This resulted in an initial carrying value of £2,627,281.

The difference of £872,719 between the cash received and the fair value of the loan has been recognised as a capital contribution and credited to the Capital Contribution Reserve.

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

12.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

1 (2024 - 1) Ordinary share of £1.00	1	1

13.

Reserves

Capital contribution reserve

Capital contribution reserve holds the discounted portion of interest accounted for in the period.

Investment property revaluation reserve

The investment property reserve represents unrealised surplus or deficit arising from the revaluation of investment properties. This reserve is non-distributable.

Hedging Reserve

The hedging reserve represents the value at the year end of derivative financial instruments that will be used to hedge the effect of interest rate cash flows in future years.

Profit and loss account

The profit and loss reserves represents cumulative profits and losses, less any dividends paid.

14.Other financial commitments

During the year, the companies for which the company provides financial guarantees to its bankers extended their loan facilities, resulting in an increase in total bank loans to £18,000,000 of which HFD Duart House Limited facility increased to £3,749,000. The conditions within the previous loan agreement remain unchanged, ensuring that in the event of HFD Willow House Limited, HFD Phoenix House Limited, HFD International House Limited, HFD Mercury House Limited or HFD Avondale House Limited failing to repay their bank loans, the company will satisfy this debt. At 30 June 2025, this debt was £13,538,450 (2024: £7,789,297).

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HFD DUART HOUSE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

15.

Related party transactions

During the year, the company entered into transactions with related parties in the normal course of business. These transactions included:
Sales to related parties: £132,445 (2024: £18,390)
Purchases from related parties: £1,384,207 (2024: £4,199,298)
Interest payable to related parties: £432,339 (2024: £790.604)
Amounts receivable from related parties at year-end: £104,840 (2024: £Nil)
Amounts payable to related parties < 1 year: £2,606,000 (2024: £5,948,405)
Amounts payable to related parties > 1 year: £8,380,311 (2024: £5,753,030)
Transactions with related parties were conducted on an arm’s length basis where applicable. However, the interest-free loan received from a related party during the year was not provided on normal commercial terms, as an equivalent third-party loan would typically bear interest. In accordance with FRS 102, the loan has been initially recognised at fair value, with the difference between the amount advanced and its discounted value recognised as a capital contribution within equity.
No guarantees were given or received in respect of related party balances, and no provisions have been made for doubtful debts in respect of amounts owed by related parties.

16.	Controlling party

The company's immediate and ultimate parent undertaking at the the reporting date was HFD Duart House Holdings Limited.
The Hill 2011 Trust and The Alexander Trust and their members are considered to be the ultimate controlling party due to their majority shareholding in HFD Duart House Holdings Limited.

17.	Auditor's information

The auditor's report on the financial statements for the year ended 30 June 2025 was unqualified.

The audit report was signed on 23 December 2025 by James Hamilton (Senior Statutory Auditor) on behalf of Johnston Carmichael LLP.

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