REGISTERED NUMBER: 13695686 (England and Wales)

LQ SPA & GOLF RESORTS LIMITED

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 NOVEMBER 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Other Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

18

DIRECTORS:

Mrs S Bansal

Dr A Bansal

Mr C R Jenno

Mrs P J Walker

REGISTERED OFFICE:

Weston Rhyn

Gobowen

Oswestry

United Kingdom

SY11 3EN

REGISTERED NUMBER:

13695686 (England and Wales)

AUDITORS:

FWC Advisory Ltd

29 Wood Street

Stratford-Upon-Avon

Warwickshire

CV37 6JG

The directors present their strategic report of the company and the group for the year ended 30 November 2025.

REVIEW OF BUSINESS

The year remained operationally challenging, with changes in senior management and continued disruption arising from failures within the resort's spa and leisure facilities. Despite these challenges, the business delivered an improved financial performance, reflecting the resilience of the core hotel, golf and leisure operations together with continued focus on cost control and operational efficiency.

Turnover increased marginally to £5,692,811 (2024: £5,663,814). Although operational issues within the spa and leisure facilities continued throughout the year, improved control of administrative expenses resulted in operating profit increasing significantly to £296,060 (2024: £19,277). Loss for financial year reduced to £180,210 (2024: £479,914). This improvement reflects stronger operational performance, tighter cost management and more stable trading following the significant mechanical failures and facility closures experienced during the previous financial year. Management has continued to monitor departmental performance closely, with particular emphasis on payroll efficiency, energy consumption, maintenance expenditure and the profitability of the hotel, spa, leisure and golf operations. During the year, the company's freehold property was revalued, resulting in an increase in other comprehensive income of £1,516,925. Consequently, total equity increased to £1,034,661 at 30 November 2025 (2024: -£302,054).

Whilst profitability has improved, the directors continue to monitor working capital and cash flow closely to ensure the business remains financially resilient.

The company's principal objective remains to provide high-quality guest experiences while delivering sustainable, profitable growth. Its policies continue to focus on service quality, staff training and development, customer satisfaction, prudent financial management, effective cost control and targeted investment across the resort. Risk management procedures are reviewed regularly to identify and mitigate operational and financial risks as trading conditions evolve.

The company is continuing to invest in improvements designed to enhance the guest experience, strengthen the food and beverage offering and increase utilisation of the golf course and driving range facilities. In addition, preventative maintenance remains a key priority to reduce the risk of future operational disruption following the significant mechanical failures experienced over the last two financial years.

The directors will continue to review the operational and management structure to improve efficiency, maintain appropriate cost control and support long-term profitability. They believe that continued focus on preventative maintenance, targeted investment, disciplined cost management and careful working capital control will enable the company to remain resilient and respond effectively to future trading conditions.

Cost and pricing risks are managed through regular reviews of selling prices, departmental margins, supplier agreements and operating expenditure. Credit risk is controlled through established credit control procedures and ongoing monitoring of amounts due from customers and related parties.

Key performance indicators

The directors monitor the performance of the company using the following key performance indicators:

- Revenue, to assess overall trading performance across the hotel, leisure, spa, golf and associated operations.

- Average room rate and occupancy, to assess accommodation pricing, demand and yield management.

- Operating profit and EBITDA, to evaluate underlying operational performance and cost efficiency.

- Gross margin, to assess pricing, departmental performance, cost control and supplier management.

- Payroll costs, to monitor staffing efficiency while maintaining appropriate service standards.

- Cash flow and working capital, to ensure sufficient liquidity to meet operational and capital requirements.

- Net debt and covenant compliance, to assess the company's financial resilience and compliance with its banking arrangements.

The directors consider these measures appropriate for assessing the company's financial performance, operational efficiency and ability to support future investment.

PRINCIPAL RISKS AND UNCERTAINTIES

The company operates within the hotel and leisure sector and is exposed to changes in economic conditions, discretionary consumer spending and customer demand. These risks are managed through active pricing and revenue management, a diversified offering across hotel, spa, leisure and golf operations, and regular monitoring of trading performance.

The company is also exposed to increases in payroll, energy, food, insurance, maintenance and other operating costs. In particular, increases in the National Living Wage and associated employment costs continue to place pressure on operating margins. These risks are managed through ongoing reviews of staffing structures, procurement arrangements, departmental profitability, energy consumption and operating expenditure.

The recruitment and retention of suitably skilled employees, particularly within hospitality, spa and leisure operations, remains important to maintaining service standards and supporting revenue generation. The company continues to invest in recruitment, training and employee development.

The directors monitor these risks through detailed financial forecasting, regular performance reviews and, where appropriate, targeted investment in facilities and technology.

ON BEHALF OF THE BOARD:

Mrs P J Walker - Director

26 August 2026

The directors present their report with the financial statements of the company and the group for the year ended 30 November 2025.

PRINCIPAL ACTIVITY

The principal activity of the group is that of running of Ufford Park Hotel, Golf & Spa, comprising hotel, leisure, spa, golf, and associated hospitality facilities.

DIVIDENDS

No dividends will be distributed for the year ended 30 November 2025.

The directors do not recommend the payment of a dividend for the year ended 30 November 2025.

FUTURE DEVELOPMENTS

At the date of approval of these financial statements, the refurbishment of the golf café was nearing completion, with final aesthetic finishes and furniture installation outstanding.

The company's future strategy remains focused on protecting the quality of its assets, enhancing the guest experience and delivering sustainable revenue growth. Investment in staff training, wellbeing and communication will continue to support service standards, employee retention and customer satisfaction. Relationships with key suppliers will also remain under review to ensure value for money, continuity of supply and operational resilience.

DIRECTORS

The directors who held office throughout the period from 1 December 2024 to the date of this report were:

- Mrs S Bansal

- Dr A Bansal

- Mr C R Jenno

- Mrs P J Walker

FINANCIAL RISK MANAGEMENT

The company is exposed to credit, liquidity, interest rate, cash flow and price risks arising in the normal course of business.

The directors manage these risks through regular cash flow forecasting, effective working capital management and ongoing review of funding requirements and financial commitments to maintain adequate liquidity.

GOING CONCERN

Despite these risks and uncertainties, the directors have undertaken a comprehensive assessment of the company's ability to continue as a going concern for a period of at least 12 months from the date of approval of these financial statements.

This assessment considered the company's financial position, trading forecasts, cash flow projections, available funding, financing arrangements and anticipated working capital requirements. It also took account of the company's improved profitability during the year, its net current liability position, balances due to and from related parties, and the ability of the company and the wider group to meet their obligations as they fall due.

Based on this assessment, the directors are satisfied that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.

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 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 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, FWC Advisory Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mrs P J Walker - Director

26 August 2026

Opinion

We have audited the financial statements of LQ Spa & Golf Resorts Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 November 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 30 November 2025 and of the group's loss 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 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.

Material uncertainty related to going concern

We draw attention to Note 2 in the financial statements, which indicates that the Group incurred a loss after tax of £180,210 during the year ended 30 November 2025 and, as at that date, had net current liabilities of £7,878,040. Whilst the Group reported net assets of £1,034,661, this includes a revaluation reserve of £1,516,925 arising from the revaluation of the Group's freehold property and does not represent realised profits available to support the Group's day-to-day liquidity requirements. As stated in Note 2, the Group remains reliant on the continued support of its directors, bankers and related parties to meet its liabilities as they fall due. These events and conditions, together with the other matters described in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. However, the directors have a reasonable expectation that the Group will continue to operate and meet its liabilities as they fall due with the support of its directors, bankers and other related parties. The net current liabilities include a loan of £4,683,813, which was fully redeemed subsequent to the year end and refinanced to provide additional cash flow funding. Also included in current liabilities are loans from related parties that are not expected to be repaid within 12 months. Therefore, the financial statements have been prepared on a going concern basis. Our opinion is not modified in respect of this matter.

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.

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 five, 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 identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, control environment and business performance including the design of the Company remuneration policies, key drivers for directors' remuneration, bonus levels and performance targets;

- results of our enquiries of management about their own identification and assessment of the risks of irregularities;

- any matters we identified having obtained and reviewed the Company documentation of their policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

- the matters discussed among the audit engagement team and involving relevant internal specialists, including tax specialists, regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in relation to valuation of fixed assets. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Company ability to operate or to avoid a material penalty. These included compliance with GDPR regulation.

Audit response to risks identified:

As a result of performing the above, we identified valuation of fixed assets as a key audit matter related to the potential risk of fraud.

Our procedures to respond to risks identified included the following:

- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

- enquiring of management concerning actual and potential litigation and claims;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud and reviewing internal reports;

- obtained an understanding of provisions and held discussions with management to understand the basis of recognition or non-recognition of tax provisions; and

- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists, and remained alert to any indications of fraud or noncompliance with laws and regulations throughout the audit.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

Michelle Vincent (Senior Statutory Auditor)

for and on behalf of FWC Advisory Ltd

29 Wood Street

Stratford-Upon-Avon

Warwickshire

CV37 6JG

26 August 2026

TURNOVER

4

5,692,811

5,663,814

Cost of sales

(3,661,481

)

(3,484,832

)

GROSS PROFIT

2,031,330

2,178,982

Administrative expenses

(1,735,270

)

(2,159,733

)

OPERATING PROFIT

6

296,060

19,249

Interest receivable and similar income

-

28

296,060

19,277

Interest payable and similar expenses

8

(442,460

)

(482,432

)

LOSS BEFORE TAXATION

(146,400

)

(463,155

)

Tax on loss

9

(33,810

)

(16,759

)

LOSS FOR THE FINANCIAL YEAR

(180,210

)

(479,914

)

Loss attributable to:

Owners of the parent

(180,210

)

(479,914

)

LOSS FOR THE YEAR

(180,210

)

(479,914

)

OTHER COMPREHENSIVE INCOME

Revaluation of PPE

2,022,566

167,850

Income tax relating to other comprehensive income

(505,641

)

(41,963

)

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

1,516,925

125,887

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,336,715

(354,027

)

Total comprehensive income attributable to:

Owners of the parent

1,336,715

(354,027

)

FIXED ASSETS

Intangible assets

11

482,352

556,109

Tangible assets

12

10,000,000

8,364,389

Investments

13

-

-

10,482,352

8,920,498

CURRENT ASSETS

Stocks

14

43,209

53,191

Debtors

15

1,960,828

504,838

Cash and cash equivalents

1,568

7,924

2,005,605

565,953

CREDITORS

Amounts falling due within one year

16

9,883,645

3,856,582

NET CURRENT LIABILITIES

(7,878,040

)

(3,290,629

)

TOTAL ASSETS LESS CURRENT LIABILITIES

2,604,312

5,629,869

CREDITORS

Amounts falling due after more than one year

17

(352,034

)

(5,177,834

)

PROVISIONS FOR LIABILITIES

20

(1,217,617

)

(754,089

)

NET ASSETS/(LIABILITIES)

1,034,661

(302,054

)

CAPITAL AND RESERVES

Called up share capital

21

100

100

Revaluation reserve

22

1,745,777

172,676

Retained earnings

22

(711,216

)

(474,830

)

SHAREHOLDERS' FUNDS

1,034,661

(302,054

)

The financial statements were approved by the Board of Directors and authorised for issue on 26 August 2026 and were signed on its behalf by:

Mrs P J Walker - Director

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

-

-

Investments

13

4,572,071

4,572,071

4,572,071

4,572,071

CURRENT ASSETS

Debtors

15

1,193,774

1,680,530

Cash at bank

1,568

176

1,195,342

1,680,706

CREDITORS

Amounts falling due within one year

16

7,140,473

2,528,146

NET CURRENT LIABILITIES

(5,945,131

)

(847,440

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,373,060

)

3,724,631

CREDITORS

Amounts falling due after more than one year

17

-

4,690,923

NET LIABILITIES

(1,373,060

)

(966,292

)

CAPITAL AND RESERVES

Called up share capital

21

100

100

Retained earnings

22

(1,373,160

)

(966,392

)

SHAREHOLDERS' FUNDS

(1,373,060

)

(966,292

)

Company's loss for the financial year

(406,768

)

(442,955

)

The financial statements were approved by the Board of Directors and authorised for issue on 26 August 2026 and were signed on its behalf by:

Mrs P J Walker - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 December 2023

100

(7,300

)

59,173

51,973

Changes in equity

Total comprehensive income

-

(479,914

)

125,887

(354,027

)

Transfers

-

12,384

(12,384

)

-

Balance at 30 November 2024

100

(474,830

)

172,676

(302,054

)

Changes in equity

Total comprehensive income

-

(180,210

)

1,516,925

1,336,715

Transfers

-

(56,176

)

56,176

-

Balance at 30 November 2025

100

(711,216

)

1,745,777

1,034,661

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 December 2023

100

(523,437

)

(523,337

)

Changes in equity

Total comprehensive income

-

(442,955

)

(442,955

)

Balance at 30 November 2024

100

(966,392

)

(966,292

)

Changes in equity

Total comprehensive income

-

(406,768

)

(406,768

)

Balance at 30 November 2025

100

(1,373,160

)

(1,373,060

)

Cash flows from operating activities

Cash generated from operations

1

(530,820

)

766,776

Interest paid

(376,437

)

(439,025

)

Finance costs paid

(66,023

)

(43,407

)

Tax paid

-

(2,993

)

Net cash from operating activities

(973,280

)

281,351

Cash flows from investing activities

Purchase of tangible fixed assets

(40,022

)

(200,422

)

Interest received

-

28

Net cash from investing activities

(40,022

)

(200,394

)

Cash flows from financing activities

New loans in year

330,000

327,756

Loan repayments in year

(120,490

)

(50,792

)

Repayment of new bank loan

(12,649

)

(2,783,178

)

Repayment of finance leases

(98,153

)

(20,553

)

Amount introduced by directors

908,238

1,265,788

Increase in loans from related parties

-

1,153,965

Net cash from financing activities

1,006,946

(107,014

)

Decrease in cash and cash equivalents

(6,356

)

(26,057

)

Cash and cash equivalents at beginning of year

2

7,924

33,981

Cash and cash equivalents at end of year

2

1,568

7,924

1.	RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Loss before taxation

(146,400

)

(463,155

)

Depreciation charges

500,734

677,639

Finance costs

442,460

482,432

Finance income

-

(28

)

796,794

696,888

Decrease in stocks

9,982

7,503

Increase in trade and other debtors

(1,481,321

)

(110,955

)

Increase in trade and other creditors

143,725

173,340

Cash generated from operations

(530,820

)

766,776

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30 November 2025

30/11/25

1/12/24

£

£

Cash and cash equivalents

1,568

7,924

Year ended 30 November 2024

30/11/24

1/12/23

£

£

Cash and cash equivalents

7,924

33,981

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1/12/24

Cash flow

At 30/11/25

£

£

£

Net cash

Cash and cash equivalents

7,924

(6,356

)

1,568

7,924

(6,356

)

1,568

Debt

Finance leases

(295,157

)

98,153

(197,004

)

Debts falling due within 1 year

(1,267,347

)

(4,935,067

)

(6,202,414

)

Debts falling due after 1 year

(4,979,566

)

4,738,207

(241,359

)

(6,542,070

)

(98,707

)

(6,640,777

)

Total

(6,534,146

)

(105,063

)

(6,639,209

)

1.	STATUTORY INFORMATION

LQ Spa & Golf Resorts 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.

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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

Financial Reporting Standard 102 - reduced disclosure exemptions

The group 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 paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

•

the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

•

the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;

•

the requirement of paragraph 33.7.

Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company LQ Spa & Golf Resorts Limited together with all entities controlled by the parent company (its subsidiaries).

All financial statements are made up to 30 November 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group's financial statements from the date that control commences until the date that control ceases.

Going concern

The directors have considered the financial position of the group and its ability to continue as a going concern. The Group is reliant on the support of its directors, bankers, and other related parties to meet its liabilities as they fall due.

At 30 November 2025, the Group had net current liabilities of £7,878,040 (2024: £3,290,629) and incurred a loss after taxation of £180,210 for the year (2024: £479,914). The net current liabilities includes a loan of £4,683,813, which was fully redeemed subsequent to the year end and loans from related party of £1,649,814 which are not expected to be repaid within 12 months. Although the Group reported net assets of £1,034,661 at the year end (2024: net liabilities of £302,054), this position includes a revaluation reserve of £1,516,925 arising from the revaluation of the Group's freehold property and does not represent realised profits available to support the Group's day-to-day liquidity requirements.

The Group's reliance on continued financial support together with its net current liability position indicates the existence of a material uncertainty that may cast significant doubt upon the Group's ability to continue as a going concern.

Subsequent to the year end but before report date, the Group refinanced its existing borrowings through a new £5.7 million banking facility, with a final maturity date in February 2031. The facility was used principally to refinance existing indebtedness and provide additional funding for the Group.

The Group's operating performance has improved significantly, with operating profit increasing to £296,060 in 2025 from £19,249 in 2024. Hence the directors remain satisfied that the Group will continue to operate and meet its liabilities as they fall due and, accordingly, have prepared the financial statements on the going concern basis. The financial statements do not include any adjustments that would result if the Group were unable to continue as a going concern.

Reporting period

The financial statements have been prepared for the year ended 30 November 2025. The comparative amounts are for the year ended 30 November 2024.