REGISTERED NUMBER: 13114985 (England and Wales)

Select (Co-Op) Limited

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 December 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Consolidated Statement of Profit or Loss

8

Consolidated Statement of Profit or Loss and Other Comprehensive Income

9

Consolidated Statement of Financial Position

10

Company Statement of Financial Position

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Statement of Cash Flows

14

Notes to the Consolidated Statement of Cash Flows

15

Notes to the Consolidated Financial Statements

16

DIRECTORS:

SJ Allsop

A Aslam

REGISTERED OFFICE:

Bridge House

12 Market Street

Glossop

Derbyshire

SK13 8AR

REGISTERED NUMBER:

13114985 (England and Wales)

AUDITORS:

McMillan & Co LLP

Chartered Accountants and

Statutory Auditor

28 Eaton Avenue

Matrix Office Park

Buckshaw Village

Chorley

Lancashire

PR7 7NA

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

REVIEW OF BUSINESS

On 28 May 2025, the Group acquired the Old Thorns Golf Hotel and Country Estate Limited "The Resort", which operates in Hampshire. The site includes an 18 hole championship golf course, 150 rooms and dedicated events and conference facilities. 51 apartments on the same site were also acquired.

The hotel continued to operate through the period of acquisition, and the results since acquisition have been included in the consolidated financial statements.

The Resort has performed well in the period, returning a profit before interest of £1.4m

The overall plan for the Resort is for it to become the UK's first Movenpick Resort by 2027, in partnership with Accor.

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.

KEY PERFORMANCE INDICATORS

The figures below reflect the KPIs of The Resort, for the 9 months to 31 December 2025, and 12 months to 31 March 2025. Pre-acquisition trading has been eliminated from the consolidated financial statements.

31 December 2025

31 March 2025

Financial:

EBITDA profit/(loss)

£2.7m

£2.6m

Gross margin

40.0%

29.8%

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:

A Aslam - Director

30 June 2026

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2025.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

FUTURE DEVELOPMENTS

The company will continue to manage the underlying hotel and estate business.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

SJ Allsop

A Aslam

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group'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 group's auditors are aware of that information.

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:

A Aslam - Director

30 June 2026

Opinion

We have audited the financial statements of Select (Co-Op) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Statement of Profit or Loss, the Consolidated Statement of Profit or Loss and Other Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows and Notes to the Consolidated 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 group's and of the parent company's affairs as at 31 December 2025 and of the group's profit for the year then ended;

-	the group financial statements have been properly prepared in accordance with IFRSs as adopted by the UK;

-	the parent company financial statements have been properly prepared in accordance with IFRSs as adopted by the UK and as applied in accordance with the provisions of the Companies Act 2006; and

-	the financial statements 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 group 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 group's and the parent 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 Group 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 Group 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 Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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 group's and the parent 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 group or the parent 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:

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,

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.

Andrea Gerring FCA (Senior Statutory Auditor)

for and on behalf of McMillan & Co LLP

Chartered Accountants and

Statutory Auditor

13 July 2026

CONTINUING OPERATIONS

Revenue

10,332,491

-

Cost of sales

(7,159,961

)

-

GROSS PROFIT

3,172,530

-

Other operating income

101,087

-

Administrative expenses

(1,686,150

)

-

OPERATING PROFIT

1,587,467

-

Finance costs

4

(941,980

)

-

Finance income

4

22,239

-

PROFIT BEFORE INCOME TAX

5

667,726

-

Income tax

6

-

-

PROFIT FOR THE YEAR

667,726

-

Profit attributable to:

Owners of the parent

667,726

-

PROFIT FOR THE YEAR

667,726

-

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

667,726

-

Total comprehensive income attributable to:

Owners of the parent

667,726

-

ASSETS

NON-CURRENT ASSETS

Property, plant and equipment

8

31,038,606

-

CURRENT ASSETS

Inventories

9

269,526

-

Trade and other receivables

10

744,215

1,000

Cash and cash equivalents

11

3,741,988

1,721

4,755,729

2,721

TOTAL ASSETS

35,794,335

2,721

EQUITY

SHAREHOLDERS' EQUITY

Called up share capital

12

1,000

1,000

Retained earnings

13

636,787

(30,939

)

TOTAL EQUITY

637,787

(29,939

)

LIABILITIES

NON-CURRENT LIABILITIES

Financial liabilities - borrowings

Interest bearing loans and borrowings

15

21,891,966

-

CURRENT LIABILITIES

Trade and other payables

14

13,264,582

32,660

TOTAL LIABILITIES

35,156,548

32,660

TOTAL EQUITY AND LIABILITIES

35,794,335

2,721

The financial statements were approved by the Board of Directors and authorised for issue on 30 June 2026 and were signed on its behalf by:

A Aslam - Director

ASSETS

NON-CURRENT ASSETS

Property, plant and equipment

8

32,141,268

-

CURRENT ASSETS

Trade and other receivables

10

6,620,994

1,000

Cash and cash equivalents

11

152,000

1,721

6,772,994

2,721

TOTAL ASSETS

38,914,262

2,721

EQUITY

SHAREHOLDERS' EQUITY

Called up share capital

12

1,000

1,000

Retained earnings

13

(562,992

)

(30,939

)

TOTAL EQUITY

(561,992

)

(29,939

)

LIABILITIES

NON-CURRENT LIABILITIES

Financial liabilities - borrowings

Interest bearing loans and borrowings

15

21,891,966

-

CURRENT LIABILITIES

Trade and other payables

14

17,584,288

32,660

TOTAL LIABILITIES

39,476,254

32,660

TOTAL EQUITY AND LIABILITIES

38,914,262

2,721

The financial statements were approved by the Board of Directors and authorised for issue on 30 June 2026 and were signed on its behalf by:

A Aslam - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

1,000

(30,939

)

(29,939

)

Changes in equity

Balance at 31 December 2024

1,000

(30,939

)

(29,939

)

Changes in equity

Total comprehensive income

-

667,726

667,726

Balance at 31 December 2025

1,000

636,787

637,787

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

1,000

(30,939

)

(29,939

)

Changes in equity

Balance at 31 December 2024

1,000

(30,939

)

(29,939

)

Changes in equity

Total comprehensive income

-

(532,053

)

(532,053

)

Balance at 31 December 2025

1,000

(562,992

)

(561,992

)

Cash flows from operating activities

Cash generated from operations

1

2,841,442

-

Interest paid

(941,980

)

-

Net cash from operating activities

1,899,462

-

Cash flows from investing activities

Purchase of tangible fixed assets

(31,038,606

)

-

Loans from Group companies

10,965,206

-

Interest received

22,239

-

Net cash from investing activities

(20,051,161

)

-

Cash flows from financing activities

New loans in year

21,891,966

-

Net cash from financing activities

21,891,966

-

Increase in cash and cash equivalents

3,740,267

-

Cash and cash equivalents at beginning of year

2

1,721

1,721

Cash and cash equivalents at end of year

2

3,741,988

1,721

1.	RECONCILIATION OF PROFIT BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before income tax

667,726

-

Finance costs

941,980

-

Finance income

(22,239

)

-

1,587,467

-

Increase in inventories

(269,526

)

-

Increase in trade and other receivables

(743,215

)

-

Increase in trade and other payables

2,266,716

-

Cash generated from operations

2,841,442

-

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:

Year ended 31 December 2025

31/12/25

1/1/25

£

£

Cash and cash equivalents

3,741,988

1,721

Year ended 31 December 2024

31/12/24

1/1/24

£

£

Cash and cash equivalents

1,721

1,721

3.	MAJOR NON-CASH TRANSACTIONS

As part of the acquisition of Old Thorns Golf Hotel and Country Estate Limited, £14.6m of loans were assumed by the company. These were paid off as part of the acquisition.

1.	STATUTORY INFORMATION

Select (Co-Op) 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 General Information page.

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

The amounts in the financial statements have been rounded to the nearest £1.

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with UK-adopted international accounting standards and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention.

Going concern

The directors are of the opinion that the Group 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.

Basis of consolidation

These consolidated account incorporate the accounts of the Company and its subsidiary, which has been consolidated on a line-by-line basis. The financial accounts of the subsidiary have been prepared up to 31 December.

Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power of the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.

Transactions eliminated on consolidation

All intra-group balances and transactions, and any unrealised gains or losses and income or expenses arising from intra-group transactions, are eliminated in full in preparing these consolidated financial statements. Unrealised gains arising from transactions with equity accounted investments are eliminated to the extent of the Group's interest in the entity. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

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:

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.

Valuation of property

The property was reflected at fair value on acquisition, and was professionally valued at that date. The directors are satisfied that the basis of the valuation and the assumptions used in the valuation are reasonable and accurately reflect te current market conditions. They will continue to monitor the market value to ensure that the valuation is fair.

Revenue recognition

Revenue from contracts with customers

The Group 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 Group 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 Group will allocate the transaction price to each performance obligation in an amount that depicts the amount of consideration to which the Group 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 Group 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 Group's performance as the Group performs; or

2. The Group's performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or

3. The Group's performance does not create an asset with an alternative use to the Group and the Group has an enforceable right to payment for performance completed to date.

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 Group 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 Group 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 Group 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

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

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.

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.

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 group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to the income statement in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

4,205,988

-

Social security costs

461,477

-

Other pension costs

91,569

-

4,759,034

-

The average number of employees during the year was as follows:

2025

2024

Hotel and estate management staff

123

-

The average staff numbers have been pro-rated for the period since acquisition of Old Thorns Golf Hotel and Country Estate Limited. The employee numbers in that company were 210 for the full period (2024: 245).

2025

2024

£

£

Directors' remuneration

-

-

4.	NET FINANCE COSTS

2025

2024

£

£

Finance income:

Deposit account interest

22,239

-

Finance costs:

Loan

941,980

-

Net finance costs

919,741

-

5.	PROFIT BEFORE INCOME TAX

The profit before income tax is stated after charging:

2025

2024

£

£

Cost of inventories recognised as expense

7,159,961

-

Auditors' remuneration

24,775

-

Foreign exchange differences

153

-