REGISTERED NUMBER: 01475288 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST DECEMBER 2025

FOR

BMF PROPERTY LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

M F T Beckwith

L M Hassall

P R M Knox - Johnston

M R Latimer

P G Martin

L A J Mcclay

M Moorhouse

L C Morrison

C R Onens

R S Parton

J L Robinson OBE

E M Stanner

M P Stewart

REGISTERED OFFICE:

Tagus House

9 Ocean Way

Southampton

Hampshire

SO14 3TJ

REGISTERED NUMBER:

01475288 (England and Wales)

FIXED ASSETS

Investment property

4

2,904,000

2,904,000

CURRENT ASSETS

Debtors

5

490,111

473,610

Cash at bank

9,530

822

499,641

474,432

CREDITORS

Amounts falling due within one year

6

936,764

944,917

NET CURRENT LIABILITIES

(437,123

)

(470,485

)

TOTAL ASSETS LESS CURRENT LIABILITIES

2,466,877

2,433,515

CAPITAL AND RESERVES

Called up share capital

8

92

92

Fair value reserve

720,464

720,464

Retained earnings

1,746,321

1,712,959

SHAREHOLDERS' FUNDS

2,466,877

2,433,515

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31st December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31st December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 17th June 2026 and were signed on its behalf by:

J L Robinson OBE - Director

E M Stanner - Director

1.	STATUTORY INFORMATION

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

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value. 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 principal accounting policies are set out below.

Material uncertainty related to going concern

The company has made a profit after tax for the period of £33,362 (2024: £186,048), has net assets as at 31 December 2025 of £2,466,877 (2024: £2,433,515) and is reliant on the group headed by its parent company, British Marine Federation, for any additional support needed to meet its liability requirements and fund the working capital required for the company to trade in the foreseeable future. The directors have concluded that there are sufficient cash resources for the group to continue in operation and to meet the working capital requirements for the group and company for a period of not less than 12 months from the date of approval of these financial statements provided the overdraft facility is not required to be repaid at the current end date of 30th August 2026. The Directors expect that the bank will renew the overdraft facility at the current levels. Management continue to focus on reducing the reliance on the overdraft and rebuilding their cash reserves. As a result, the directors consider the company will be able to meet their liabilities as they fall due for a period of at least 12 months from the date of signing of the financial statements and therefore it is appropriate to prepare the financial statements on a going concern basis.

The directors have obtained confirmation from group companies, to which they have outstanding amounts payable, that they will not recall the amounts owed to them within 12 months of the date of signing of the financial statements, should this prevent the company from meeting its liabilities as they fall due.

The directors have obtained confirmation from the British Marine Federation that it will continue to ensure that cash is flowed around the group to ensure that each group company has appropriate cash resources available to ensure they can meet their liabilities as they fall due.

The group forecasts assume that the overdraft facility (which is currently secured on group assets) will be renewed in August 2026. Management are in regular communication with their bank and do not expect any difficulties with the overdraft renewal process, however at the point of signing the financial statements do not have confirmation that the overdraft will be renewed and maintained at current levels. While the group forecasts indicate that the group should be able to continue to trade for at least 12 months from the date of these financial statements, should the overdraft not be renewed, or renewed at a significantly reduced level, then the group and company would need to seek alternative financing.

The uncertainty surrounding the overdraft renewal gives rise to conditions that indicate a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern. The financial statements do not include any adjustment that would result should the going concern basis of preparation not be appropriate. In the event that this basis is not appropriate provisions may be required and assets may need to be written down to their recoverable amount.

Significant judgements and estimates

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.

Valuation of investment property

The key accounting estimate in preparing these financial statements relates to the carrying value of the investment property which is stated at fair value. The company uses reports, provided by Chartered Surveyors as a basis for determining the directors’ estimation of the fair value of the investment property. However, the valuation of the company’s investment property is not certain as it is based on underlying assumptions which may in future not prove to be accurate.

Turnover

Rental income from investment properties leased out under operating leases is recognised in the profit and loss account on an accruals basis over the term of the lease. The effect of rent reviews is only recognised when such reviews have been agreed with tenants. Where rents are subject to fixed indexation in lieu of rent reviews, the rents are recognised on a systematic basis as income in the periods in which they are earned.

Investment property

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting period end date. Changes in fair value are recognised in profit or loss.

Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised 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 and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

Classification of 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 deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including trade and other creditors and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Equity instruments

Equity instruments issued by the company are recorded at the fair value of proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

4.	INVESTMENT PROPERTY

Total

£

FAIR VALUE

At 1st January 2025

and 31st December 2025

2,904,000

NET BOOK VALUE

At 31st December 2025

2,904,000

At 31st December 2024

2,904,000

The directors have valued the long leasehold property at £2,904,000 at 31 December 2025 taking into account a formal valuation carried out in January 2024 by a firm of independent property consultants following the property being let on a 10 year lease in November 2022.

In assessing the value of the property, the experts have obtained what they consider to be adequate comparable valuation evidence to support the values provided at that point in time. The valuation of the company’s investment properties is inherently subjective, as it is made on the basis of valuation assumptions which are sensitive to change such that a small change in underlying assumptions can give rise to a disproportionate change in valuation, and therefore it may, in future, prove not to be accurate.

If investment properties were stated on an historical cost basis rather than a fair value basis, the amounts would have been included as follows:

2025

2024

£

£

Cost

2,183,536

2,183,536

Accumulated depreciation

(1,165,007

)

(1,121,33 7

)

Carrying amount

1,018,529

1,062,199

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Other debtors

490,111

473,610

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

-

81,128

Amounts owed to group undertakings

936,451

863,476

Other creditors

313

313

936,764

944,917

7.	LEASING AGREEMENTS

Lessor

At the reporting period end date, the company had contracted with tenants to receive for the following minimum lease payments:

2025

2024

£

£

Within one year

266,575

89,284

Between one and five years

1,066,300

1,066,300

In over five years

443,866

710,441

1,776,741

1,866,025

Cash receipts commenced in 24th November 2025 owing to the three-year rent free period agreed with the tenant.

8.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

92

Ordinary

£1

92

92

9.	OTHER FINANCIAL COMMITMENTS

The company is included in the group registration for VAT purposes and is therefore jointly and severally liable for all other participating group undertakings’ unpaid debts in this connection. The total VAT debtor for the VAT group is £40,857 at 31 December 2025 (2024: VAT liability of £142,788).

The company is also party to a fixed and floating charge in respect of the British Marine Federation’s bank overdraft of £1,891,650 (2024: £1,821,593).

10.	RELATED PARTY TRANSACTIONS

The company has taken advantage of the exemptions provided by paragraph 1AC.35 of FRS 102 and has not disclosed transactions entered into between two or more members of a group, provided that any subsidiary undertaking which is party to the transaction is wholly owned by a member of that group.

11.	PARENT COMPANY

The immediate and ultimate parent company is British Marine Federation, a company limited by guarantee and registered in England and Wales. Its registered office address is Tagus House, 9 Ocean Way, Southampton, Hampshire SO14 3TJ.

British Marine Federation prepares group financial statements, copies of which can be obtained from this company's registered office. There is no overall controlling party.