| REGISTERED NUMBER: |
| Old Thorns Golf Hotel and Country Estate |
| Limited |
| Strategic Report, Report of the Directors and |
| Financial Statements |
| for the Period 1 April 2025 to 31 December 2025 |
| REGISTERED NUMBER: |
| Old Thorns Golf Hotel and Country Estate |
| Limited |
| Strategic Report, Report of the Directors and |
| Financial Statements |
| for the Period 1 April 2025 to 31 December 2025 |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Contents of the Financial Statements |
| for the period 1 April 2025 to 31 December 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Statement of Profit or Loss | 9 |
| Statement of Profit or Loss and Other Comprehensive Income |
10 |
| Statement of Financial Position | 11 |
| Statement of Changes in Equity | 12 |
| Statement of Cash Flows | 13 |
| Notes to the Statement of Cash Flows | 14 |
| Notes to the Financial Statements | 15 |
| Old Thorns Golf Hotel and Country Estate |
| Limited |
| Company Information |
| for the period 1 April 2025 to 31 December 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants and |
| Statutory Auditor |
| 28 Eaton Avenue |
| Matrix Office Park |
| Buckshaw Village |
| Chorley |
| Lancashire |
| PR7 7NA |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Strategic Report |
| for the period 1 April 2025 to 31 December 2025 |
| The directors present their strategic report for the period 1 April 2025 to 31 December 2025. |
| REVIEW OF BUSINESS |
| On 28 May 2025, the entire share capital of the company was purchased by Select (Co-Cp) Limited, a subsidiary of Select Group Limited. This was part of the wider strategy within the Select Group of increasing its hotel portfolio in the UK. |
| As a consequence of the acquisition, the accounting reference date was change to the 31 December to align with the Group. |
| As part of the acquisition, balances with the previous directors, and the previous controlling parent, were settled. The current accounting period runs form 1 April 2025 to 31 December 2025. |
| The company continued to trade throughout the period in the same manner. The key performance indicators are set out below. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| Risks regularly reviewed by directors which could materially affect the company's business are: |
| Financial Risk - Treasury activities take place under procedures and policies approved and monitored by the Board. They are designed to minimise the financial risks faced by the company i.e. liquidity risk, credit risk and interest rate risk. The Board considers that the company is not exposed to price risk or foreign exchange risk. |
| Liquidity Risk - The company manages its liquidity to ensure that sufficient funds are available for ongoing |
| operations and future developments whilst seeking to minimise interest expense. |
| Credit Risk - The company's principal financial assets are cash balances and trade debtors. Credit risk on cash balances is limited as the Board only deposits funds with regulated institutions which have high credit ratings. Trade debtor balances are monitored on an ongoing basis and provision is made for doubtful debts as necessary. |
| Interest rate risk - The company is exposed to interest rate risk on its cash balances. The Board monitors |
| interest rates available for the company's funds taking into account the company's liquidity and credit risk |
| requirements. |
| General economic situation in the UK - The company is liable to be affected by changes in customer and |
| business sector confidence and spending power, and may need to adjust its operations accordingly. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Strategic Report |
| for the period 1 April 2025 to 31 December 2025 |
| KEY PERFORMANCE INDICATORS |
| The figures below reflect 9 months to 31 December 2025 and 12 months to 31 March 2025.Due to the | seasonal nature of the business, the figures have not been annualised for comparative purposes. |
| 31 December 2025 |
31 March 2025 |
| Financial: |
| EBITDA profit/(loss) before exceptional items | £2.7m | £2.6m |
| Gross margin | 40.0% | 40.7% |
| EBITDA PAR | £68 | £62 |
| Average room rate | £121 | £117 |
| Occupancy levels | 71% | 73% |
| Non-financial: |
| Average operational headcount | 210 | 245 |
| ON BEHALF OF THE BOARD: |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Report of the Directors |
| for the period 1 April 2025 to 31 December 2025 |
| The directors present their report with the financial statements of the company for the period 1 April 2025 to 31 December 2025. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the period under review was that of a holding company, owning a subsidiary which runs a hotel, golf and country club. |
| DIVIDENDS |
| No dividends will be distributed for the period ended 31 December 2025. |
| FUTURE DEVELOPMENTS |
| The Hotel will become part of Accor Group during 2026, with the long terms plan for it to become the UK's first Movenpick resort. This will involve significant investment from the Select Group. In the meantime, it will continue to operate in the same manner as it currently is. |
| DIRECTORS |
| The directors who have held office during the period from 1 April 2025 to the date of this report are as follows: |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with UK-adopted international accounting standards. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Report of the Directors |
| for the period 1 April 2025 to 31 December 2025 |
| AUDITORS |
| The auditors, McMillan & Co LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Old Thorns Golf Hotel and Country Estate |
| Limited |
| Opinion |
| We have audited the financial statements of Old Thorns Golf Hotel and Country Estate Limited (the 'company') for the period ended 31 December 2025 which comprise the Statement of Profit or Loss, the Statement of Profit or Loss and Other Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the UK. |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the period then ended; |
| - | have been properly prepared in accordance with IFRSs as adopted by the UK; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| Old Thorns Golf Hotel and Country Estate |
| Limited |
| 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 Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
| - the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
| - we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the sector; |
| - we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation; |
| - we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
| - identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
| Report of the Independent Auditors to the Members of |
| Old Thorns Golf Hotel and Country Estate |
| Limited |
| We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
| - making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
| - considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
| To address the risk of fraud through management bias and override of controls, we: |
| - performed analytical procedures to identify any unusual or unexpected relationships, and |
| - tested journal entries to identify unusual transactions. |
| In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
| - agreeing financial statement disclosures to underlying supporting documentation; |
| - reading the minutes of meetings of those charged with governance; |
| - enquiring of management as to actual and potential litigation and claims; and |
| - reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company's legal advisors. |
| There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Chartered Accountants and |
| Statutory Auditor |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Statement of Profit or Loss |
| for the period 1 April 2025 to 31 December 2025 |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| Notes | £ | £ |
| CONTINUING OPERATIONS |
| Revenue |
| Cost of sales | ( |
) | ( |
) |
| GROSS PROFIT |
| Other operating income |
| Administrative expenses | ( |
) | ( |
) |
| OPERATING PROFIT BEFORE EXCEPTIONAL ITEMS |
2,184,286 |
2,323,861 |
| Exceptional items | 4 | ( |
) |
| OPERATING PROFIT/(LOSS) | ( |
) |
| Finance costs | 5 | (941,980 | ) | (1,384,276 | ) |
| Finance income | 5 | 22,239 | 34,886 |
| PROFIT/(LOSS) BEFORE INCOME TAX | 6 | ( |
) |
| Income tax | 7 |
| PROFIT/(LOSS) FOR THE PERIOD | ( |
) |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Statement of Profit or Loss and Other Comprehensive Income |
| for the period 1 April 2025 to 31 December 2025 |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| PROFIT/(LOSS) FOR THE PERIOD | ( |
) |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
( |
) |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Statement of Financial Position |
| 31 December 2025 |
| 2025 | 2025 | 2024 |
| Notes | £ | £ | £ |
| ASSETS |
| NON-CURRENT ASSETS |
| Property, plant and equipment | 8 |
| CURRENT ASSETS |
| Inventories | 9 |
| Trade and other receivables | 10 |
| Cash and cash equivalents | 11 |
| TOTAL ASSETS |
| EQUITY |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 12 |
| Retained earnings | 13 | ( |
) | ( |
) | ( |
) |
| TOTAL EQUITY | ( |
) | ( |
) |
| LIABILITIES |
| NON-CURRENT LIABILITIES |
| Trade and other payables | 14 |
| Financial liabilities - borrowings |
| Interest bearing loans and borrowings | 15 | - | 25,116,119 | 10,762,430 |
| CURRENT LIABILITIES |
| Trade and other payables | 14 |
| Interest bearing loans and borrowings | 15 |
| TOTAL LIABILITIES |
| TOTAL EQUITY AND LIABILITIES |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Statement of Changes in Equity |
| for the period 1 April 2025 to 31 December 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 April 2024 | ( |
) |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 March 2025 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2025 | ( |
) | ( |
) |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Statement of Cash Flows |
| for the period 1 April 2025 to 31 December 2025 |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) |
| Interest paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Sale of tangible fixed assets |
| Loans from group companies | 7,559,227 | - |
| Interest received |
| Net cash from investing activities | ( |
) |
| Cash flows from financing activities |
| New loans in year |
| Loan repayments in year | ( |
) | ( |
) |
| Net cash from financing activities | ( |
) |
| Increase in cash and cash equivalents |
| Cash and cash equivalents at beginning of period |
2 |
1,526,419 |
| Cash and cash equivalents at end of period |
2 |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Statement of Cash Flows |
| for the period 1 April 2025 to 31 December 2025 |
| 1. | RECONCILIATION OF PROFIT/(LOSS) BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Profit/(loss) before income tax | ( |
) |
| Depreciation charges |
| Loss/(profit) on disposal of fixed assets | ( |
) |
| Finance costs | 941,980 | 1,384,276 |
| Finance income | (22,239 | ) | (34,886 | ) |
| 2,713,423 | (7,645,890 | ) |
| (Increase)/decrease in inventories | ( |
) |
| (Increase)/decrease in trade and other receivables | ( |
) |
| Decrease in trade and other payables | ( |
) | ( |
) |
| Cash generated from operations | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
| Period ended 31 December 2025 |
| 31/12/25 | 1/4/25 |
| £ | £ |
| Cash and cash equivalents | 3,589,988 | 2,044,203 |
| Year ended 31 March 2025 |
| 31/3/25 | 1/4/24 |
| £ | £ |
| Cash and cash equivalents | 2,044,203 | 1,526,419 |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements |
| for the period 1 April 2025 to 31 December 2025 |
| 1. | STATUTORY INFORMATION |
| Old Thorns Golf Hotel and Country Estate Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation |
| Comparative amounts |
| The previous financial statements were prepared under Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland. The comparative amounts have been presented in accordance with UK-adopted international accounting standards. No amounts were required to be restated. |
| Going concern |
| Following the acquisition of the company during 2025, the company has received support from Select Group Limited. |
| The directors are of the opinion that the company will have sufficient funds to meet its liabilities as they fall due. Funds will be provided through funding from the ultimate parent company, Select Group Limited, if required. |
| The directors have considered the ability of Select Group Limited to provide financial support based on information provided by Select Group Limited. The ability of Select Group Limited to continue to provide this support is dependent on the group achieving its own cash flow forecast and the continued availability of shareholder loans to the Group. |
| Based on these indications, the directors believe that it remains appropriate to prepare the financial statements on a going concern basis. The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate |
| Critical accounting judgements and key sources of estimation uncertainty |
| In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
| The following are critical judgments and estimations that the directors have made in the process of applying the accounting policies and that have the most significant effect on the amounts recognised in the financial statements: |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Revenue recognition |
| In making its judgement, management considered the detailed criteria for the recognition of revenue as set out within IFRS 15. The directors are satisfied that the risks and rewards of accommodation revenue do not transfer until the departure date and therefore this is the correct recognition point. Deposits are paid for in advance by the customer and these are allocated to deferred income which is held on the balance sheet and recognised in the profit and loss accounts when the customer departs. Membership subscriptions which are paid annually in advance are apportioned over the life of the membership. |
| Revenue recognition |
| Revenue from contracts with customers |
| The Company recognises revenue from contracts with customers based on a five step model as set out in IFRS 15: |
| Step 1 Identify the contract(s) with a customer: A contract is defined as an agreement between two or more parties that creates enforceable rights and obligations and sets out the criteria for every contract that must be met. |
| Step 2 Identify the performance obligations in the contract: A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer. |
| Step 3 Determine the transaction price: The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties. |
| Step 4 Allocate the transaction price to the performance obligations in the contract: For a contract that has more than one performance obligation, the Company will allocate the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Company expects to be entitled in exchange for satisfying each performance obligation. |
| Step 5 Recognise revenue when (or as) the entity satisfies a performance obligation. |
| The Company satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met: |
| 1. The customer simultaneously receives and consumes the benefits provided by the Company's performance as the Company performs; or |
| 2. The Company's performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or |
| 3. The Company's performance does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance completed to date. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which the performance obligation is satisfied. |
| When the Company satisfies a performance obligation by delivering the promised goods or services it creates a contract asset based on the amount of consideration earned by the performance. Where the amount of consideration received from a customer exceeds the amount of revenue recognised this gives rise to a contract liability. |
| Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment. The Company has concluded that it is acting as a principal in all of its revenue arrangements. |
| Revenue is recognised in the statement of profit or loss to the extent that it is probable that the economic benefits will flow to the Company and the revenue and costs, if applicable, can be measured reliably. |
| Cash and cash equivalents |
| Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value. |
| In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under ‘current liabilities’ on the Statement of Financial Position. |
| Property, plant and equipment |
| Financial instruments |
| Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument. |
| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
| Financial assets and liabilities |
| All financial assets and liabilities are initially measured at transaction price (including transaction cost), except for those financial assets classified at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a finance transaction, the financial assets or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. |
| Debt instruments which meet the following conditions are subsequently measured at amortised cost using the effective interest method: |
| a) the contractual return to the holder is (i) a fixed amount; (ii) a positive fixed rate or a positive variable rate; or (iii) a combination of a positive or a negative fixed rate and a positive variable rate. |
| b) The contract may provide for repayments of the principle or the return to the holder (but not both) to be linked to a single relevant observable index of general price inflation of the currency in which the debt instrument is denominated, provided such links are not leveraged. |
| c) The contract may provide for a determinable variation of the return to the holder during the life of the instrument, provided that (i) the new rate satisfies condition (a) and the variation is not contingent on future events other than (1) a change in the contractual variable rate; (2) to protect the holder against credit deterioration of the issuer; (3) changes in levies applied by a central bank or arising from changes in relevant taxation or law; or (4) the new rate is a market rate of interest that satisfies condition (a). |
| d) There is no contractual provision that could by its terms result in the holder losing the principal amount or any interest attributable to the current period or prior periods. |
| e) Contractual provisions that permit the issuer to repay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, or to protect the holder or issuer against changes in levies applied by a central bank or arising from changes in relevant taxation or law. |
| f) Contractual provisions may permit the extension of the term of the debt instrument, provided that the return to the holder and any other contractual provisions applicable during the extended term satisfy the conditions of paragraphs (a) to (c). |
| Debt instruments |
| are classified as payable or receivable within one year and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment. Other debt instruments not meeting these conditions are measured at fair value through profit or loss. Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be nil) less impairment. |
| Financial assets are derecognised when and only when a) the contractual rights of the cash flows from the financial asset expire or are settled, b) the group transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the group despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party. Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
| Inventories |
| Inventories are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
| Taxation |
| Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. |
| Employee benefit costs |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate. |
| 3. | EMPLOYEES AND DIRECTORS |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the period was as follows: |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| Hotel and estate management staff |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Directors' remuneration |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 4. | EXCEPTIONAL ITEMS |
| In the prior year, amounts to and from the related parties were waived. This resulted in a bad debt provision on inter company balances of £10,915,151 and a write back of a loan accrual of £654,770. The net amount was classified as an exceptional item. |
| 5. | NET FINANCE COSTS |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Finance income: |
| Deposit account interest |
| Finance costs: |
| Loan |
| Interest payable |
| Net finance costs |
| 6. | PROFIT/(LOSS) BEFORE INCOME TAX |
| The profit before income tax (2025 - loss before income tax) is stated after charging/(crediting): |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Cost of inventories recognised as expense |
| Depreciation - owned assets |
| Loss/(profit) on disposal of fixed assets | ( |
) |
| Auditors' remuneration | 24,775 | 21,200 |
| Foreign exchange differences |
| 7. | INCOME TAX |
| Analysis of tax expense |
| No liability to UK corporation tax arose for the period ended 31 December 2025 nor for the year ended 31 March 2025. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 7. | INCOME TAX - continued |
| Factors affecting the tax expense |
| The tax assessed for the period is lower (2025 - higher) than the standard rate of corporation tax in the UK. The difference is explained below: |
| Period |
| 1/4/25 |
| to | Year Ended |
| 31/12/25 | 31/3/25 |
| £ | £ |
| Profit/(loss) before income tax | ( |
) |
| Profit/(loss) multiplied by the standard rate of corporation tax in the UK of |
( |
) |
| Effects of: |
| Non deductible expenses | - | 2,565,161 |
| Changes in unrecognised deferred tax losses | (316,136 | ) | (243,743 | ) |
| Other permanent differences | - | 60 |
| Tax expense |
| 8. | PROPERTY, PLANT AND EQUIPMENT |
| Assets in |
| the course |
| Freehold | of | Plant and |
| property | construction | machinery |
| £ | £ | £ |
| COST |
| At 1 April 2025 |
| Additions |
| Disposals | ( |
) | ( |
) | ( |
) |
| At 31 December 2025 |
| DEPRECIATION |
| At 1 April 2025 |
| Charge for period |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 March 2025 |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 8. | PROPERTY, PLANT AND EQUIPMENT - continued |
| Fixtures |
| and | Motor |
| fittings | vehicles | Totals |
| £ | £ | £ |
| COST |
| At 1 April 2025 |
| Additions |
| Disposals | ( |
) | ( |
) | ( |
) |
| At 31 December 2025 |
| DEPRECIATION |
| At 1 April 2025 |
| Charge for period |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 March 2025 |
| Due to the change in control, which resulted in a change in strategy for the company, the assets in the course of construction were fully depreciated in the year. |
| The property, plant, machinery and motor vehicles were sold at net book value to the immediate parent company, along with the majority of the fixtures and fittings. |
| 9. | INVENTORIES |
| 2025 | 2025 |
| £ | £ |
| Stock | 78,280 | 53,836 |
| Finished goods |
| 10. | TRADE AND OTHER RECEIVABLES |
| 2025 | 2025 |
| £ | £ |
| Current: |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors | 200 | 4,988 |
| Prepayments and accrued income | 472,909 | 184,789 |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 11. | CASH AND CASH EQUIVALENTS |
| 2025 | 2025 |
| £ | £ |
| Cash in hand |
| Bank accounts |
| 12. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2025 | 2025 |
| value: | £ | £ |
| Ordinary | 1 | 9,878,638 | 9,878,638 |
| 13. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 April 2025 | ( |
) |
| Profit for the period |
| At 31 December 2025 | ( |
) |
| 14. | TRADE AND OTHER PAYABLES |
| 2025 | 2025 |
| £ | £ |
| Current: |
| Trade creditors |
| Amounts owed to group undertakings |
| Social security and other taxes |
| Other creditors |
| Accruals and deferred income |
| VAT | - | 328,930 |
| Non-current: |
| Other creditors |
| Aggregate amounts |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 15. | FINANCIAL LIABILITIES - BORROWINGS |
| 2025 | 2025 |
| £ | £ |
| Non-current: |
| Bank loans - 1-2 years |
| Other loans - 1-2 years | - | 10,762,430 |
| The bank loan was settled as part of the acquisition of the company. |
| In the prior year the bank loan was secured by a fixed and floating charge over the freehold property and all assets owned by the company together. Bank loans comprised of a loan of £14,500,000 at a commercial rate of interest. |
| The other loans were unsecured and comprised loan notes of £10,762,430, owed to a director in the prior year.These were also settled as part of the acquisition. |
| 16. | RELATED PARTY DISCLOSURES |
| A balance of £6,555,549 (March 2025 : £nil) is due to Select (Co-op) Limited. |
| In the prior year there were management fees of £35,097 which were charged to companies under the common control of the previous ultimate controlling party. |
| The company owed £1,020,412 to companies under the control of the ultimate controlling party in the prior year. |
| In the prior year within long term loans there was a balance of £10,762,430 which was due to one of the directors. Interest of £53,812 was payable on the loan for the period. |
| 17. | ULTIMATE CONTROLLING PARTY |
| On 28 May 2025 Select (Co-op) Limited acquired the entire issued share capital of the company from Old Thorns Golf Hotel and Country Estate (Holdings) Limited, a company incorporated in England and Wales. |
| Following this acquisition, Old Thorns Hotel and Country Estate Limited is now a wholly owned subsidiary of Select Group Limited. These financial statements are consolidated into the Select (Co-Op) Limited financial statements. The consolidated financial statements of Select Investments Limited and Select Group Limited are not publicly available. |
| The ultimate controlling party is Rahail Aslam, due to his shareholding in Select Group Limited. |
| Old Thorns Golf Hotel and Country Estate |
| Limited (Registered number: 01781016) |
| Notes to the Financial Statements - continued |
| for the period 1 April 2025 to 31 December 2025 |
| 18. | NEW AND REVISED STANDARDS |
| Adoption of new and revised Standards |
| New and amended IFRS Standards that are effective for the current year |
| In the current year, the Company has adopted all the new and revised Standards and Interpretations issued by the International Accounting Standards Board (the IASB) and the International Financial Reporting Interpretations Committee (the IFRIC) of the IASB that are relevant to its operations and effective for an annual period that begins on or after 1 January 2025 all of which were endorsed in the UK. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements. |
| - | Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability |
| - | Amendments to IFRS Practice Statement 1 Management Commentary |
| The Company has not adopted early any standards, interpretations or amendments that have been issued but are not yet effective. |
| Standards and interpretations published, but not yet applicable for the annual period beginning on 1 January 2026 |
| At the date of authorisation of these financial statement, the Company has not applied the following new and revised IFRS Standards and Interpretations that have been issued but are not yet effective and, in some cases, had not yet been adopted by the EU: |
| - | Amendments to IFRS 7 Amendments to the Classification and Measurement of Financial Instruments (applicable for annual periods beginning on or after 1 January 2026) |
| - | Amendments to IFRS 9 Contracts referencing Nature-dependent Electricity (applicable for annual periods beginning on or after 1 January 2026) |
| - | Amendments to Annual Improvements to IFRS Accounting Standards - Volume 11 (applicable for annual periods beginning on or after 1 January 2026) |
| - | Amendments to IFRS 18 Presentation and Disclosure in Financial Statements (applicable for annual periods beginning on or after 1 January 2027) |
| - | Amendments to IFRS 19 Subsidiaries without Public Accountability: Disclosures (applicable for annual periods beginning on or after 1 January 2027) |
| - | Amendments to IAS 21 Translation to a Hyperinflationary Presentation Currency (applicable for annual periods beginning on or after 1 January 2027) |