REGISTERED NUMBER: 03556789 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 October 2025

for

Majorstage Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Notes to the Financial Statements

11

DIRECTORS:

C J Naylor

Mrs G A Naylor

Mrs K J Naylor

R A Naylor

M R Naylor

SECRETARY:

Mrs K J Naylor

REGISTERED OFFICE:

Peckforton Castle

Stone House Lane

Peckforton

Tarporley

Cheshire

CW6 9TN

REGISTERED NUMBER:

03556789 (England and Wales)

AUDITORS:

Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

The directors present their strategic report for the year ended 31 October 2025.

Peckforton Castle is a Grade I listed historic estate, renowned for its grandeur, stunning architecture, and versatile event spaces. It continues to be a flagship property within Boutique Hotel Group, combining luxury accommodation, exceptional wedding and event facilities, and leisure activities. Our commitment is to uphold the castle's heritage while delivering a modern guest experience that matches its historic appeal.

REVIEW OF BUSINESS

Performance and Highlights

Peckforton Castle remains our flagship property, with resilient leisure and corporate divisions. While the immediate booking pipeline-particularly for weddings-was affected during the year, forward bookings for 2026 and beyond are strong. Our marketing efforts and reputation continue to support a healthy position for the Castle and a more active trading period ahead.

Strategic Initiatives and Opportunities

We are investing in refurbishments across key areas of the estate to enhance guest comfort and uphold our high standards, including guest bedrooms, event facilities, restaurant, communal and recreational amenities. During the year, works have been completed which include the full refurbishment of the 1851 Restaurant and the Lodge refurbishment, which has generated increased direct bookings and successful Airbnb listing activity. The 1851 Restaurant has a new taster menu developed with our Executive Chef which has been well received by the guests. Ongoing and planned works at the Castle include:

-

Full refurbishment of 12 bedrooms, including the Bridal Suite and upgrades to four further bedrooms.

-

Creation of The Retreat: a new 3-bed bridal apartment with a wedding preparation area, lounge, outdoor social area and hot tub, sleeping up to 10 people. This is being designed to enhance bridal night and group experiences.

-

Replacement of key public area carpets, upgrades to Ladies' and Gents' toilets, improved Wi-Fi coverage and enhanced conference equipment.

Our focus remains on safeguarding the castle's heritage while boosting its appeal and operational efficiency.

Outlook

Although booking levels were temporarily subdued, the pipeline of future events remains strong. As market confidence improves, we prepare for the strong bookings placed for 2026 and beyond. Our strategic refurbishments, combined with ongoing marketing efforts, will position Peckforton Castle for a sustainable growth trajectory, reaffirming its status as a premier historic venue in Cheshire.

KEY PERFORMANCE INDICATORS

Key performance indicators include occupancy levels which stood at 77% (2024 - 85%) and gross profit at 47.9% (2024 - 49.9%). Management continue targeted sales and marketing activity to restore pre-pandemic enquiry and conversion levels.

PRINCIPAL RISKS AND UNCERTAINTIES

The following principal risks and uncertainties are recognised for the Group.

The Group faced notable inflationary pressures in the year, principally from labour, employer payroll costs, energy and food. These increases have had a significant effect on operating margins and required active management.

-

National Minimum Wage / National Living Wage: successive updates have raised direct wage costs across hospitality roles, increasing overall wage expenditure.

-

Employer payroll costs: increases in employer payroll related costs (including National Insurance contributions and related employer costs) have added notably to employment expense.

-

Energy: wholesale energy price volatility following recent global shocks left energy costs for large, historic properties elevated compared to pre 2021 levels.

-

Food inflation: food and beverage inflation peaked in the post pandemic and energy shock period; although moderated from peak levels it remained above historical averages during our reporting period, increasing catering costs significantly.

Senior management have taken decisive steps to manage cost and revenue challenges in response to risks:

-

Tight rota control and labour productivity measures to balance service standards with efficient staffing.

-

Menu engineering, portion control, supplier negotiations and yield management to limit food cost escalation while preserving quality.

-

Energy efficiency measures and procurement strategies to reduce and stabilise energy spend.

-

Revenue initiatives: focus on growing non resident restaurant covers at the 1851 Restaurant, increasing direct bookings for the Lodge and Retreat, and strengthening the wedding sales proposition.

-

Capital investment targeted at guest experience improvements to support higher rates and conversion.

PRINCIPAL RISKS AND UNCERTAINTIES - continued

Hence primary risks actively monitored comprise:

-

Continued general and food inflation, further increases in National Minimum/Living Wage and employer payroll costs, and energy price volatility.

-

Uncertainty around business rates and potential policy changes affecting hospitality.

-

Reliance on flexible/zero hours contracts (students and seasonal workers) to provide staffing flexibility; potential regulatory change may reduce this flexibility and increase costs.

-

Macroeconomic slowdown reducing discretionary spend, with adverse effects on weddings and events demand.

Mitigations include ongoing cost control, targeted revenue development, continued capital investment to maintain differentiation, and proactive engagement with lenders.

Increases in interest rates are another area we are watching closely, as we have benefited over recent years from low cost debt.

We renewed our banking facilities at Group level with Barclays for a further five years on substantially the same terms as the prior facility. We are hence pleased with Barclays' continuing support.

FINANCIAL INSTRUMENT RISKS

The financial instrument risks affecting the company relate to cashflow risk, credit risk and liquidity risk.

Cashflow risk is the risk that sufficient levels of cash do not flow into the business to allow working capital requirements to be met in a timely manner. The management of the timing of the cash inflows and cash outflows is achieved with the close involvement of management. Management also reviews financial information on a regular basis to determine whether further measures are needed to ensure sufficient cash inflows to the business.

Credit risk is the risk that the company will not receive full settlement on amounts due from customers. The risk of bad debts is mitigated by the group having a policy of performing credit checks or receiving payments on account for new clients when practical and ensuring that the company's exposure to any individual client is tightly controlled, through credit control policies and procedures. This includes taking deposits for wedding, room bookings and corporate events.

Liquidity risk is the risk that the company will not have sufficient funds to carry out its short and longer-term objectives. Historically, the company has managed its funding requirements through the use of bank and other debt finance providers as well as retained profits.

FUTURE DEVELOPMENTS

Over the coming twelve months, the Company will continue its proactive approach, closely managing external cost and market pressures while steadily progressing its refurbishment programme and capital investment plans to strengthen guest experience, support conversion and drive future revenue growth.

ON BEHALF OF THE BOARD:

C J Naylor - Director

31 July 2026

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

DIVIDENDS

The total distribution of dividends for the year ended 31 October 2025 will be £720,000 (2024: £560,000).

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in Note 24 to the financial statements.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 November 2024 to the date of this report.

C J Naylor

Mrs G A Naylor

Mrs K J Naylor

R A Naylor

M R Naylor

DISCLOSURE IN THE STRATEGIC REPORT

Review of business, future developments, principal risks and uncertainties and financial instrument risks are disclosed in the Strategic Report.

The company has chosen in accordance with section 414(c) of the Companies Act 2006 (Strategic and Directors Report) Regulations 2013 to set out in the company’s Strategic Report information required by schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008.

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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.

AUDITORS

The auditors, Bennett Brooks & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

C J Naylor - Director

31 July 2026

Opinion

We have audited the financial statements of Majorstage Limited (the 'company') for the year ended 31 October 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 October 2025 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; 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.

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:

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to UK tax legislation and regulations which govern the preparation of financial statements, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue, through management bias in manipulation of accounting estimates or accounting for significant transactions outside the normal course of business. Audit procedures performed included:

- Enquiry of management around actual and potential litigation and claims and instances of non-compliance with laws and regulations;

- Auditing the risk of management override of controls, through testing journal entries and other adjustments for appropriateness, testing accounting estimates (because of the risk of management bias), and evaluating the business rationale of significant transactions outside the normal course of business;

- Reviewing financial statement disclosures and agreeing to supporting documentation to assess compliance with applicable laws and regulations.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

Matthew Bailey BSc (Hons) FCA (Senior Statutory Auditor)

for and on behalf of Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

31 July 2026

TURNOVER

3

6,565,154

6,305,921

Cost of sales

(3,420,252

)

(3,155,925

)

GROSS PROFIT

3,144,902

3,149,996

Administrative expenses

(1,989,522

)

(1,883,861

)

1,155,380

1,266,135

Other operating income

48,000

62,072

OPERATING PROFIT

6

1,203,380

1,328,207

Impairment of fixed asset

investment

7

-

(140,000

)

1,203,380

1,188,207

Interest payable and similar expenses

8

(578,923

)

(500,000

)

PROFIT BEFORE TAXATION

624,457

688,207

Tax on profit

9

(332,019

)

(129,772

)

PROFIT FOR THE FINANCIAL YEAR

292,438

558,435

PROFIT FOR THE YEAR

292,438

558,435

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

292,438

558,435

FIXED ASSETS

Intangible assets

11

56,969

-

Tangible assets

12

21,171,297

20,735,636

21,228,266

20,735,636

CURRENT ASSETS

Stocks

13

61,762

63,390

Debtors

14

1,600,422

1,754,713

Cash at bank and in hand

473,535

969,461

2,135,719

2,787,564

CREDITORS

Amounts falling due within one year

15

(3,017,839

)

(2,816,026

)

NET CURRENT LIABILITIES

(882,120

)

(28,462

)

TOTAL ASSETS LESS CURRENT LIABILITIES

20,346,146

20,707,174

CREDITORS

Amounts falling due after more than one year

16

(259,733

)

(275,500

)

PROVISIONS FOR LIABILITIES

18

(3,579,677

)

(3,497,376

)

NET ASSETS

16,506,736

16,934,298

CAPITAL AND RESERVES

Called up share capital

19

2

2

Revaluation reserve

20

12,240,167

12,240,167

Retained earnings

20

4,266,567

4,694,129

SHAREHOLDERS' FUNDS

16,506,736

16,934,298

The financial statements were approved by the Board of Directors and authorised for issue on 31 July 2026 and were signed on its behalf by:

C J Naylor - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 November 2023

2

4,695,694

12,240,167

16,935,863

Changes in equity

Profit for the year

-

558,435

-

558,435

Total comprehensive income

-

558,435

-

558,435

Dividends

-

(560,000

)

-

(560,000

)

Total transactions with owners, recognised directly in equity

-

(560,000

)

-

(560,000

)

Balance at 31 October 2024

2

4,694,129

12,240,167

16,934,298

Changes in equity

Profit for the year

-

292,438

-

292,438

Total comprehensive income

-

292,438

-

292,438

Dividends

-

(720,000

)

-

(720,000

)

Total transactions with owners, recognised directly in equity

-

(720,000

)

-

(720,000

)

Balance at 31 October 2025

2

4,266,567

12,240,167

16,506,736

1.	STATUTORY INFORMATION

Majorstage Limited is a private company, limited by shares, incorporated and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page. The principal activity can be found in the Strategic report.

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

Transactions are rounded to the nearest £.

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets. The principal policies are set out below:

The financial statements have been prepared on a going concern basis under the historical cost convention in accordance with the Companies Act 2006.

Going concern

The company is mainly funded through cash reserves and parent company borrowings. The company is party to the Group’s banking arrangements and is reliant on the support of its ultimate parent company, which has confirmed in writing that the financial support will be provided for the foreseeable future.

The Group generates income from guests staying in the hotels, restaurant and bar takings, experience days, weddings and other events. The hospitality sector remains subject to significant economic pressures, primarily as a result of rising operational costs.

The Group is mainly funded through bank borrowings which are secured on the Group's hotel assets. The Group had long-term financing in place, which was renewed on 4 August 2025. Following the renewal, the Group technically breached the quarterly covenant requirements in certain periods up to the date of approval of the financial statements. The Group's bankers have acknowledged the breaches and have not demanded repayment of the loan. The Group's bankers continue to remain supportive and communicative with the Directors. The forecasts prepared show that the Group can operate within the level of its current facilities for at least 12 months from the date of authorisation of these financial statements.

After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the company continues to adopt the going concern basis in preparing the financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 3.17(d);

•

the requirement of paragraph 33.7.

Critical accounting judgements and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates, it also requires management to exercise its judgement in the process of applying the company's accounting policies. The areas involving a higher degree of judgement are:

Valuation of freehold property

The valuation of freehold property requires the use of significant judgements and estimates principally the judgement surrounding the directors estimate of the high residual value of the property and the long useful economic life which results in any depreciation charge being not material. The directors also apply judgement in determining the carrying value of the property which takes into account the independent valuations performed by qualified valuers. These valuations are sensitive to changes in market conditions and key assumptions, and therefore the carrying amount of freehold property may fluctuate from year to year.

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Wedding and function room hire turnover is recognised once the event has taken place. Any deposits taken are held within other creditors and released to the profit and loss account once the event has passed.

Accommodation turnover is recognised on the day the guest has stayed at the hotel. Any deposits taken are held within other creditors and released to the profit and loss account once the event has passed.

Turnover in relation to the sale of food and drink in the restaurants and bars are recognised at the point of sale at the tills.

Goodwill

Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values to the company's interest in the identifiable net assets, liabilities and contingent liabilities acquired.

Goodwill has been fully amortised over it's expected useful life of five years. No reversals of impairment are recognised.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of three years.

Tangible fixed assets

Tangible assets are stated at cost less accumulated depreciation. Cost includes the original purchase price and costs directly attributable to bringing the asset to its working condition for its intended use. Freehold property comprising of the hotel, owned by the company is measured at fair value under the revaluation method.

Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:

Freehold property

- refer below

Plant and machinery

- 20% on reducing balance

Fixtures and fittings

- 20%, 33% and 50% on cost

Motor vehicles

- 20%, 25% and 33% on reducing balance

Computer equipment

- 33% and 50% on cost

The castle, being a long standing enduring asset, is not depreciated as the combination of a high residual value and long useful economic life results in a depreciable amount on which the annual depreciation charge would be immaterial. The directors carry out an annual impairment review and expense repairs as they are incurred. Removable fixtures, consistent with a hotel complex, are depreciated over their useful economic life.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Leasing commitments

Rentals paid under operating leases (in cases where the risks and rewards of ownership do not rest with the company) are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution benefit pension scheme. Contributions payable into the company's pension scheme are charged to the profit and loss in the period to which they relate.

Other debtors

Other debtors are measured at the transaction price.

Other creditors

Other creditors are measured at the transaction price. Deposits for events are held within other creditors and released to the profit and loss when the event has taken place.

Revaluation reserve

Surpluses or deficits arising on the revaluation of individual fixed assets other than investment properties are credited or debited to a non-distributable reserve known as a revaluation reserve.

Share capital

Ordinary shares are classed as equity.

Taxation

Taxation expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income (which relates to deferred tax recognised on revalued properties) or directly in equity when it is recognised in those statements respectively. Current or deferred tax assets and liabilities are not discounted.

Current tax

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years and is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end.

Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred tax

Deferred tax arises from the timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. Deferred tax is recognised on all timing differences at the reporting date. Deferred tax is measured using rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Interest payable and similar expenses

Interest payable is recognised in profit or loss as it accrues, using the effective interest rate.

Other operating income

Other operating income comprises management recharge income and other incidental income. Management recharge income is recognised in the period in which the related services are provided and when the amount can be measured reliably. Income is measured at the amount receivable excluding value added tax.

Financial instruments

Financial assets

Basic financial assets, including trade and other debtors, amounts owed by group undertakings, cash and bank balances, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Other financial assets are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.

Financial assets are derecognised when:

(a) the contractual rights to the cash flows from the asset expire or are settled; or

(b) substantially all the risks and rewards of the ownership of the asset are transferred to another party; or

(c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities

Basic financial liabilities, including trade and other creditors and amounts owed to group undertakings, 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 receipts discounted at a market rate of interest.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial investments

Financial investments will be recognized and initially measured at cost, which includes transaction costs directly attributable to the acquisition.

Subsequent measurement will depend on the category of the investment: held for trading and available for sale investments will be measured at fair value, while held to maturity investments will be measured at amortized cost.

3.

TURNOVER

All turnover and profit before tax of the company, arose in the UK and is attributable to the hospitality, leisure and entertainment industry

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

2,258,509

2,151,166

Social security costs

206,419

152,685

Other pension costs

35,956

38,533

2,500,884

2,342,384

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

2025

2024

Administration staff and directors

23

24

Function staff

116

107

139

131

There were additional staff paid by the company which were recharged to related companies at cost and are disclosed in their accounts accordingly.

5.	DIRECTORS' EMOLUMENTS

2025

2024

£

£

Directors' remuneration

107,000

107,000

Directors' pension contributions to money purchase schemes

1,209

1,209

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

3

3

6.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Hire of plant & machinery

5,055

8,618

Depreciation - owned assets

150,709

138,614

Computer software amortisation

2,082

-

Auditors' remuneration

26,250

25,000

Auditors' remuneration for non audit work

53,798

49,568

7.	EXCEPTIONAL ITEMS

2025

2024

£

£

Impairment of fixed asset

investment

-

(140,000

)

The £140,000 impairment in the prior year relates to the full provision against an investment made in an LLP in 2014.

8.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank loan interest

475,000

500,000

HMRC interest

103,923

-

578,923

500,000

9.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

26,103

152,277

Adjustments in respect of prior periods

223,615

(3,396

)

Total current tax

249,718

148,881

Deferred tax:

Deferred tax

72,141

(24,326

)

Adjustments in respect of prior periods

10,160

5,217

Total deferred tax

82,301

(19,109

)

Tax on profit

332,019

129,772

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Profit before tax

624,457

688,207

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

156,114

172,052

Effects of:

Expenses not deductible for tax purposes

15,285

36,739

Adjustments to tax charge in respect of previous periods

233,775

1,820

Effects of group relief

(73,155

)

(80,839

)

Total tax charge

332,019

129,772

10.

DIVIDENDS

2025

2024

£

£

Ordinary shares of £1 each

Interim

720,000

560,000